Disbursement of Damages Award and Settlement Sample Clauses

Disbursement of Damages Award and Settlement. The Party prosecuting any such lawsuit under Section 7.8 hereof shall be entitled to deduct its costs and expenses from any damages that are awarded. For any remaining damages awarded, ViroPharma undertakes to treat such amounts awarded, solely to compensate ViroPharma for its lost sales, on the same basis as if they were Net Sales and the relevant royalty payments to GSK under this Agreement shall be made. Any remaining damages awarded in litigation prosecuted by GSK shall inure to the benefit of GSK solely or GSK and MICHIGAN jointly pursuant to the University of Michigan Agreement. Before any action is taken that will affect the validity of any rights (including the Patent Rights) or before such lawsuit is settled or compromised, the Parties shall consult and cooperate with one another to minimize the extent to which the rights granted by this Agreement (including the Patent Rights) are materially adversely affected by any such act, settlement or compromise. ViroPharma acknowledges that any settlement of litigation involving patents or patent applications jointly owned by MICHIGAN and GSK shall be made only with the consent of MICHIGAN. The Parties shall cooperate fully in any such lawsuit and each Party shall not take or omit any significant action which would interfere with prosecution of such a lawsuit.
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Disbursement of Damages Award and Settlement. The Party prosecuting or participating in any such lawsuit under Section 7.2.2 hereof shall be entitled to deduct its costs and expenses from any damages that are awarded. The balance remaining from any such recovery shall be divided between the Parties as follows (i) to the extent that damages are based on lost profits, the Party that did not control the suit shall receive an amount equal to the royalties, in case of Avalon or revenues, in case of MedImmune, that it would receive if sales by the allegedly infringing party of the allegedly infringing product (for which lost profits were recovered) were considered to be Net Sales under this Agreement and *. The Parties shall cooperate fully in any such lawsuit and each Party shall not take or omit any action that would interfere with prosecution of such a lawsuit. Before any action is taken that will affect the validity of any rights (including the Avalon Patent Rights) or before such lawsuit is settled or compromised, the Parties shall promptly consult and reasonably cooperate in good faith with one another to minimize the extent to which the rights granted by this Agreement (including the Avalon Patent Rights) are materially adversely affected by any such act, settlement or compromise.
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Disbursement of Damages Award and Settlement. The Party prosecuting or participating in any such lawsuit under SECTION 7.2.2 hereof shall be entitled to deduct its costs and expenses from any damages that are awarded. The balance remaining from any such recovery shall be divided between the Parties as follows * The Parties shall cooperate fully in any such lawsuit and each Party shall not take or omit any action that would interfere with prosecution of such a lawsuit. Before any action is taken that will affect the validity of any rights (including the Avalon Patent Rights) or before such lawsuit is settled or compromised, the Parties shall promptly consult and reasonably cooperate in good faith with one another to minimize the extent to which the rights granted by this Agreement (including the Avalon Patent Rights) are materially adversely affected by any such act, settlement or compromise.
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Related to Disbursement of Damages Award and Settlement

  • PAYMENT AND SETTLEMENT You shall deliver to the Manager on the date and at the place and time specified in the applicable AAU (or on such later date and at such place and time as may be specified by the Manager in a subsequent Wire) the funds specified in the applicable AAU, payable to the order of Xxxxxxx Xxxxx Xxxxxx Inc., for (i) an amount equal to the Offering Price plus (if not included in the Offering Price) accrued interest, amortization of original issue discount or dividends, if any, specified in the Prospectus or Offering Circular, less the applicable Selling Concession in respect of the Firm Securities to be purchased by you, (ii) an amount equal to the Offering Price plus (if not included in the Offering Price) accrued interest, amortization of original issue discount or dividends, if any, specified in the Prospectus or Offering Circular, less the applicable Selling Concession in respect of such of the Firm Securities to be purchased by you as shall have been retained by or released to you for direct sale as contemplated by Section 3.6 hereof or (iii) the amount set forth or indicated in the applicable AAU, as the Manager shall advise. You shall make similar payment as the Manager may direct for Additional Securities, if any, to be purchased by you on the date specified by the Manager for such payment. The Manager will make payment to the Issuer or Seller against delivery to the Manager for your account of the Securities to be purchased by you, and the Manager will deliver to you the Securities paid for by you which shall have been retained by or released to you for direct sale. If the Manager determines that transactions in the Securities are to be settled through the facilities of DTC or other clearinghouse facility, payment for and delivery of Securities purchased by you shall be made through such facilities, if you are a member, or, if you are not a member, settlement shall be made through your ordinary correspondent who is a member.

  • Settlement of RSUs Delivery of Shares or other amounts under this Award Agreement and the Plan shall be subject to the following:

  • Settlement of PSUs The grant pursuant to this Award represents an unfunded and unsecured promise of the Company, subject to the vesting, achievement of performance targets and other conditions of this Agreement, to issue to the Employee for each vested PSU one share of the Common Stock and to pay to the Employee in a single lump sum any cash amounts credited on such vested PSU with respect to dividends. Except as otherwise expressly provided in the Award Statement and subject to the terms of this Agreement, such issuance and lump sum payment shall be made to the Employee (or, in the event of his or her death to the Employee’s estate as provided above) (a) in all cases other than those set forth in clause (b), as soon as reasonably practicable following the Vesting Date and no later than December 31 of the year in which the Vesting Date occurs, and (b) in the case of termination of employment by reason of death or Disability or the Employee’s death after a termination of employment in the circumstances specified in Section 2, as soon as reasonably practicable following such termination of employment or death. Notwithstanding the foregoing, if the Company determines that settlement in the form of Common Stock is impractical or impermissible under the laws of the Employee’s country of residence, the PSUs will be settled in the form of cash, and further notwithstanding the foregoing, payment will not occur until any applicable waiting period under HSR has expired or been terminated.

  • Defense and Settlement The Receiver shall have the right, in its discretion, to (i) defend or settle any claim or suit against the Assuming Institution with respect to which the Receiver has indemnified the Assuming Institution in the same manner and to the same extent as provided in Article XII, and (ii) defend or settle any claim or suit against the Assuming Institution with respect to any Liability Assumed, which claim or suit may result in a loss to the Receiver arising out of or related to this Agreement, or which existed against the Failed Bank on or before the Bank Closing Date. The exercise by the Receiver of any rights under this Section 9.3(a) shall not release the Assuming Institution with respect to any of its obligations under this Agreement.

  • Withholding for unpaid wages and liquidated damages The FHWA or the contacting agency shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2.) of this section.

  • Settlement of Award Except as otherwise provided in Section 12 hereof, if the Grantee becomes vested in his Awards, or any portion thereof, in accordance with Section 5, the Company shall distribute to him, or his personal representative, beneficiary or estate, as applicable, a number of shares of Common Stock equal to the number of RSUs subject to the Award then becoming vested. Such shares shall be delivered within 30 days following the date of vesting.

  • Vesting and Settlement The Restricted Shares shall cease to constitute Restricted Shares, and shall become unrestricted Shares, pursuant to the vesting schedule attached as Exhibit A.

  • Disputes Settlement (1) Should any dispute arise as to the operation of this agreement and the parties are unable to resolve that dispute by amicable negotiation the parties shall refer such dispute to the Industrial Relations Commission for - (a) conciliation in the first instance and failing that (b) for arbitration. (2) Should any dispute arise as to the operation of a "training" agreement such dispute shall be resolved through the settlement mechanisms presented by the Industrial Training Xxx 0000.

  • TERMS OF SETTLEMENT The Respondent agrees to the following terms of settlement:

  • FAILURE TO HONOUR SETTLEMENT AGREEMENT If this Settlement Agreement is accepted by the Hearing Panel and, at any subsequent time, the Respondent fails to honour any of the Terms of Settlement set out herein, Staff reserves the right to bring proceedings under section 24.3 of the By-laws of the MFDA against the Respondent based on, but not limited to, the facts set out in Part IV of the Settlement Agreement, as well as the breach of the Settlement Agreement. If such additional enforcement action is taken, the Respondent agrees that the proceeding(s) may be heard and determined by a hearing panel comprised of all or some of the same members of the hearing panel that accepted the Settlement Agreement, if available.

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