DuPont Sample Clauses
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 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. 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 ----- ----- -----------
DuPont. DuPont represents and warrants to each of the other Parties as follows:
(a) DuPont is a corporation duly incorporated and validly existing under the laws of the State of Delaware, with full legal right, power and authority to enter into and to fully and timely perform its obligations hereunder.
(b) DuPont has duly authorized, executed and delivered this Agreement and this Agreement constitutes a legal, valid and binding obligation, enforceable against DuPont in accordance with its terms.
(c) Other than as previously disclosed in writing by DuPont to the other Parties, DuPont has no knowledge of any action, suit or proceeding, at law or in equity, before or by any court or governmental authority, pending or threatened against DuPont, in which an unfavorable decision, ruling or finding would materially adversely affect the performance by DuPont of its obligations hereunder or the other transactions contemplated hereby, or that, in any way, would materially adversely affect the validity or enforceability of this Agreement.
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 securities.