Disposition of Inventory Upon Termination Sample Clauses

Disposition of Inventory Upon Termination. Upon termination of this Agreement, except to the extent otherwise required for continued deliveries pursuant to Section 5.2 above, (i) RDC shall have no obligation to repurchase any of RCR’s inventory of Facility Products, if any, and shall have no obligation to sell any Facility Products to RCR and (ii) RCR shall have no obligation to purchase any Facility Products from RDC or to sell or promote the sale of any such Facility Products.
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Disposition of Inventory Upon Termination. Upon termination of this Agreement, except to the extent otherwise required for continued deliveries pursuant to Section 7.2 above, (a) all of Vanderbilt’s rights with respect to the Trademarks, Trade Names, Shared Know-How, Confidential Information and Patents shall immediately cease, (b) provided the termination is not based on Vanderbilt’s default, PRO shall i) purchase from Vanderbilt all advertising and printed matter relating to the Products, and ii) shall repurchase all of Vanderbilt’s inventory of Products. The cost for said advertising, printed matter and inventory shall be the price originally paid by Vanderbilt including any freight, insurance during shipping, sales tax and import duties.
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Disposition of Inventory Upon Termination. CoLucid shall promptly transfer all quantities of any remaining Compound supplied by Lilly to CoLucid. If Lilly terminates this Agreement after CoLucid has obtained a Regulatory Approval for the Product, CoLucid will promptly offer to sell to Lilly or its designee, at CoLucid’s actual cost (determined in accordance with GAAP) plus a reasonable markup comparable to markups charged by contract manufacturers in the pharmaceutical manufacturing industry, CoLucid’s inventory of the Product existing on the date of termination (“CoLucid Inventory”). CoLucid will be entitled to finish manufacturing any work-in-process into the Product, and such newly made Product will be considered CoLucid Inventory hereunder. If Lilly so requests, CoLucid shall use its commercially reasonable CONFIDENTIAL TREATMENT REQUESTED [*] = Certain confidential information contained in this document, marked with brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment pursuant to, as applicable, Rule 406 of the Securities Act of 1933, as amended, and Rule 24b-2 of the Securities Exchange Act of 1934, as amended. efforts to continue manufacturing for Lilly for a period of time reasonably sufficient to permit Lilly to locate and qualify an alternative source of supply. If CoLucid is then utilizing third party manufacturers, CoLucid will use its commercially reasonable efforts to cause such suppliers to provide supply to Lilly. If termination of this Agreement relates only to a specific country, the provisions of this Section 11.3(d) are applicable only to CoLucid’s Product inventories for the country (as determined by CoLucid’s records) where such termination occurred; provided, however, that CoLucid may, at its option, promptly ship any inventory of Product in such country to a country in which it retains the right to market and sell such Product.
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Disposition of Inventory Upon Termination. Neurogenetics shall promptly transfer all quantities of any remaining Compound supplied by Lilly to Neurogenetics. If Lilly terminates this Agreement after Neurogenetics has obtained a Regulatory Approval for the Product, Neurogenetics will promptly offer to sell to Lilly or its designee, at Neurogenetics’ actual cost (determined in accordance with GAAP), Neurogenetics’ inventory of the Product existing on the date of termination (“Neurogenetics Inventory”). Neurogenetics will be entitled to finish manufacturing any work-in-process into the Product, and such newly made Product will be considered Neurogenetics Inventory hereunder. If termination of this Agreement relates only to a specific country, the provisions of this Section 10.3(d) are applicable only to Neurogenetics’ Product inventories for the country (as determined by Neurogenetics’ records) where such termination occurred; provided, however, that Neurogenetics may, at its option, promptly ship any inventory of Product in such country to a country in which it retains the right to market and sell such Product.
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Disposition of Inventory Upon Termination. Upon termination of this Agreement for any reason, Company and LMI agree to cooperate to dispose of existing inventory of and orders for components and other materials in an economical and efficient manner. Disposition of materials upon termination of this Agreement shall be as set forth in Attachment A.
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Disposition of Inventory Upon Termination. Upon termination of this Agreement for any reason, Aldeburgh and LMIC agree to cooperate to dispose of existing inventory of and orders for components and other materials in an economical and efficient manner. Disposition of materials upon termination of this Agreement shall be as set forth in ATTACHMENT A.
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Disposition of Inventory Upon Termination. Upon any termination of this Agreement, ENDO shall have the right to sell off over the six (6) months immediately following such termination, any Licensed Product then in its inventory or on order from any supplier provided ENDO pays to ZARS the royalties calculated in accordance with Article 4. The rights and obligations of this Section 12.4 shall survive termination of this Agreement.
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Related to Disposition of Inventory Upon Termination

  • Transfer of Collateral upon Occurrence of Termination Event Upon the occurrence of a Termination Event and the transfer to the Agent of the Preferred Securities, the appropriate Applicable Ownership Interest of the Treasury Portfolio or the Treasury Securities, as the case may be, underlying the Income PRIDES and the Growth PRIDES pursuant to the terms of the Pledge Agreement, the Agent shall request transfer instructions with respect to such Preferred Securities or the appropriate Applicable Ownership Interest of the Treasury Portfolio or Treasury Securities, as the case may be, from each Holder by written request mailed to such Holder at its address as it appears in the Income PRIDES Register or the Growth PRIDES Register, as the case may be. Upon book-entry transfer of the Income PRIDES or Growth PRIDES or delivery of an Income PRIDES Certificate or Growth PRIDES Certificate to the Agent with such transfer instructions, the Agent shall transfer the Preferred Securities, the Treasury Portfolio or Treasury Securities, as the case may be, underlying such Income PRIDES or Growth PRIDES, as the case may be, to such Holder by book-entry transfer, or other appropriate procedures, in accordance with such instructions. In the event a Holder of Income PRIDES or Growth PRIDES fails to effect such transfer or delivery, the Preferred Securities, the appropriate Applicable Ownership Interest of the Treasury Portfolio or Treasury Securities, as the case may be, underlying such Income PRIDES or Growth PRIDES, as the case may be, and any distributions thereon, shall be held in the name of the Agent or its nominee in trust for the benefit of such Holder, until such Income PRIDES or Growth PRIDES are transferred or the Income PRIDES Certificate or Growth PRIDES Certificate is surrendered or such Holder provides satisfactory evidence that such Income PRIDES Certificate or Growth PRIDES Certificate has been destroyed, lost or stolen, together with any indemnity that may be required by the Agent and the Company.

  • Delivery upon Termination Upon termination of Manager's employment with the Company for any reason, Manager shall promptly deliver to the Company all correspondence, files, manuals, letters, notes, notebooks, reports, programs, plans, proposals, financial documents, and any other documents or data concerning the Company's or any affiliate’s customers, database, business plan, marketing strategies, processes or other materials which contain Confidential Information, together with all other property of the Company or any affiliate in Manager's possession, custody or control. ARTICLE SIX

  • Alternative Calculations and Payment on Early Termination and on Certain Extraordinary Events If (a) an Early Termination Date (whether as a result of an Event of Default or a Termination Event) occurs or is designated with respect to the Transaction or (b) the Transaction is cancelled or terminated upon the occurrence of an Extraordinary Event (except as a result of (i) a Nationalization, Insolvency or Merger Event in which the consideration to be paid to holders of Shares consists solely of cash, (ii) a Merger Event or Tender Offer that is within Counterparty’s control, or (iii) an Event of Default in which Counterparty is the Defaulting Party or a Termination Event in which Counterparty is the Affected Party other than an Event of Default of the type described in Section 5(a)(iii), (v), (vi), (vii) or (viii) of the Agreement or a Termination Event of the type described in Section 5(b) of the Agreement, in each case that resulted from an event or events outside Counterparty’s control), and if Dealer would owe any amount to Counterparty pursuant to Section 6(d)(ii) of the Agreement or any Cancellation Amount pursuant to Article 12 of the Equity Definitions (any such amount, a “Payment Obligation”), then Dealer shall satisfy the Payment Obligation by the Share Termination Alternative (as defined below), unless (a) Counterparty gives irrevocable telephonic notice to Dealer, confirmed in writing within one Scheduled Trading Day, no later than 12:00 p.m. (New York City time) on the Merger Date, Tender Offer Date, Announcement Date (in the case of a Nationalization, Insolvency or Delisting), Early Termination Date or date of cancellation, as applicable, of its election that the Share Termination Alternative shall not apply, (b) Counterparty remakes the representation set forth in Section 8(f) as of the date of such election and (c) Dealer agrees, in its sole discretion, to such election, in which case the provisions of Section 12.7 or Section 12.9 of the Equity Definitions, or the provisions of Section 6(d)(ii) of the Agreement, as the case may be, shall apply.

  • Procedure Upon Termination In the event of termination by Buyer or Seller, as applicable, pursuant to Section 6.1 hereof, written notice thereof shall forthwith be given to the other party and the transactions contemplated by this Agreement shall be terminated without further action by Buyer or Seller. If the transactions contemplated by this Agreement are so terminated:

  • Payments Upon Termination 4.1 The Customer shall pay the Company liquidated damages (total monthly fee as specified in the Sales and Services Agreement x remaining months in the Term) upon the occurrence of any of the following events before the expiry of the Term:

  • Action Upon Termination (a) From and after the effective date of termination of this Agreement, pursuant to Sections 13, 14, or 15 of this Agreement, the Manager shall not be entitled to compensation for further services under this Agreement, but shall be paid all compensation accruing to the date of termination and, if terminated pursuant to Section 13 or Section 15(b), the applicable Termination Fee. Upon such termination, the Manager shall forthwith:

  • PAYMENTS TO EXECUTIVE UPON AN EVENT OF TERMINATION (a) Upon the occurrence of an Event of Termination (as herein defined) during the Executive's term of employment under this Agreement, the provisions of this Section shall apply. As used in this Agreement, an "

  • Termination Upon Certain Events 17 16.2 Procedures....................................................17

  • Payment Upon Termination In the event that the City or Consultant terminates this Agreement pursuant to Section 8, the City shall compensate the Consultant for all outstanding costs and reimbursable expenses incurred for work satisfactorily completed as of the date of written notice of termination. Consultant shall maintain adequate logs and timesheets in order to verify costs incurred to that date. The City shall have no obligation to compensate Consultant for work not verified by logs or timesheets.

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