DuPont. DuPont retains a perpetual non-exclusive right to practice the intellectual property associated with case [***]. M.I.T interprets its agreement with DuPont to provide that DuPont may not sublicense such right or assign such right without M.I.T.’s consent, and M.I.T. shall not provide any such consent without the prior approval of COMPANY.
DuPont. DuPont represents and warrants that it has the legal power, authority and right to enter into this Agreement, and to perform all its obligations hereunder.
DuPont. DuPont agrees to indemnify, defend and hold Array, and its directors, officers, employees and agents harmless from and against any losses, costs, claims, damages, liabilities or expense (including reasonable attorneys" and professional fees and court and other expenses of litigation) (collectively, "Liabilities") arising out of or in connection with third party claims relating to (i) any Compounds (together with their non-covalent derivatives and disastereomers and enantiomers) or product based thereon developed, manufactured, used, sold or otherwise distributed by or under authority of DuPont or its designees (including, without limitation, product liability claims), or (ii) any breach by DuPont of the representations and warranties made in this Agreement, except in each case, to the extent such Liabilities resulted from the gross negligence or intentional misconduct of Array.
DuPont. Napgard 7-2500, Napgard 7-2501, Napgard 7-2502, Napgard 7-2508, Napgard 7-2502 NS, Napgard 7-2610*
DuPont securities.9.7.99 TABLE OF CONTENTS Page ARTICLE 1 BASIC LEASE INFORMA TENANT DEFINITIONS8 1.01 Basic Lease Information ----- ----- ----------- 1.02 Oilier Definitions ------ ----------- ARTICLE 2 PREMISES; TERM9 2.01 Demise 2.02 Term 10 2.03 Deli very of demised Premises 10 2.0 3
DuPont consent of Landlord to any other or further assignment, transfer, mortgage, pledge, encumbering or subletting. Tenant agrees to pay to Landlord reasonable attorneys' fees and disbursements incurred by Landlord in connection with any proposed assignment or subletting. Neither any assignment of this Lease nor any subletting, occupancy or use of the Premises or any part thereof by any person other than Tenant, nor any collection of rent by Landlord from any person other than Tenant, nor any application of any such rent as provided in this Article, shall be deemed a waiver of any of the provisions of this Article or relieve, impair, release or discharge Tenant of its obligation xxxxx to perform the terms of this Lease on Tenant's part to be performed, and Tenant shall remain fully and primarily liable hereunder.
DuPont seo11tjtj~8.9~7,99 - 47 - f~ C A ~ WA, y C 3/4 ~Ioi J p z El El r 0 0 Exhibit "B"
DuPont secLtrities.97.99
DuPont secunties.9.7~99 - 65 - Form W-9 (Rev. tanuary 1 99~) Oepartmeri of the ~easury Intl at Revenue SeNice ,rr 0 c Request for Taxpayer Identification Number and Certification Give this form to the requester. Do NOT send to IRS. flame (It (Olni names, list first and circle lht name of the person or enlity whose number you enter in Parl I below. Ste Instrustlens on pa~t 2 It your name ha: ehan~td,) 8us~ness name (Sole proprietors see inStructions on page 2.) (If you are exempt from backup withholding, comptete this form and enter "EXEMPT" in Part It below.) Address (number and street) City, state, and ZIP code List account number(s) here (optional) Tax a er Identiftcatlon Number IN For Payees Exempt From Backup ---------------------------------- Enter~your T(N~~in the appropriate box. For _______________________________ Withho)ding (See Exempt Payees individua)s, this is your soda) security number Social security number and Payments on page 2) (55 N ). F9r sole p?oprietors, see the instructions ---------------------- on p~age 2. Fpr other entities, it is your employer I I I ~ identification number - ---- - (EIN). If you d6 not have a OR Requester 5 name and address (optional) number, see How To Obtain a TIN below. _____________________________ Note; !~ the account is in more than dn'e name, Employer identIfIcation number see the chart on page 2 for guidelines on whose I - number to enten Certiflcatlon.-Under penalties of perjury, I certify that: 1. The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withholding because: (a) I am exempt from backup withholding, or lb) I have not been notified by the Internal Revenue ServIce that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding. Cert(flcatlon lnstructlons.-You must cross out item 2 above if you have been notified by the IRS that you are currently subiect to backup withholding because of underreporting interest or dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, the acquisition or abandonment of secured property, contributions to an individual retirement arrangement (XXX), and generally payments other than interest and dividends, you are not required to sign the Certification, but you must provide your correct TIN. (Also...
DuPont. DuPont represents and warrants to each of the other Parties as follows:
