Effect of Expiration or Termination of the Agreement. Except as expressly provided herein, the expiration or termination of this Agreement shall not relieve the Parties of any obligation accruing prior to such expiration or termination and all rights and licenses granted under this Agreement shall be terminated. In the event of termination of this Agreement pursuant to Section 11.2, (a) any and all Confidential Information and materials provided by the non-breaching Party to the breaching Party pursuant to this Agreement shall be promptly returned by the breaching Party to the non-breaching Party, and (b) the breaching Party shall not use any Clinical IP arising from the activities conducted under this Agreement at any time thereafter; provided that the foregoing shall not prevent the breaching Party from performing preclinical and clinical studies or other research of any nature, including research that reproduces data contained in the Clinical IP, or from using the results of such research in regulatory applications or filings or for any other purpose.
Effect of Expiration or Termination of the Agreement. Promptly following the termination of the Agreement, and, except as otherwise expressly agreed to by the Company in writing:
(a) Executive shall immediately resign from any and all other positions or committees which Executive holds or is a member of with the Company or any affiliate of the Company, including, but not limited to, as an officer and director of the Company or any affiliate of the Company.
(b) Executive shall provide the Company with all reasonable assistance necessary to permit the Company to continue its business operations without interruption and in a manner consistent with reasonable business practices; provided, however, that such transition period shall not exceed thirty (30) days after termination nor require more than twenty (20) hours of Executive’s time per week and Executive shall be promptly paid for such time (at an hourly rate commensurate with a pro rata portion of his Salary) as if his employment were not terminated and shall be reimbursed for all out-of-pocket expenses.
(c) Executive shall deliver to the Company possession of any and all property owned or leased by the Company which may then be in Executive’s possession or under his control, including, but not limited to, any and all such keys, credit cards, automobiles, equipment, supplies, books, records, files, computer equipment, computer software and other such tangible and intangible property of any description whatsoever. If, following the expiration or termination of the Term, Executive shall receive any mail addressed to the Company, then Executive shall immediately deliver such mail, unopened and in its original envelope or package, to the Company.
(d) Other than as provided in this Section 7, the Company shall cease all other benefits and/or entitlements to participate in programs or benefits, if any, as of the effective date of termination, except medical insurance coverage that may be continued at Executive’s own expense as provided by applicable law or written Company policy.
(e) Upon termination of Executive’s employment on account of Executive’s death pursuant to Section 6(a)(i) above, the Company shall pay to Executive’s estate a lump sum amount (the “Death Payment”) equal to the sum of (i) one year’s Salary as then in effect; (ii) the Annual Bonus with respect to the calendar year during which such death occurs, at target, prorated to reflect the number of days during such calendar year during which Executive was employed; (iii) the portion of any outstandi...
Effect of Expiration or Termination of the Agreement. Except as expressly provided herein, the expiration or termination of this Agreement shall not relieve the Parties of any obligation accruing prior to such expiration or termination and all rights and licenses granted under this Agreement shall be terminated. Further, upon the termination or expiration of this Agreement, each Party agrees to negotiate in good faith to license the rights to its Pre-Existing Technology and Developments to the other Party for use in such other Party’s Field of Use. If for any reason Varian elects to terminate this Agreement, other than due to a material breach by LipoScience, but including non-renewal of the Term, or if LipoScience terminates this Agreement due to a material breach by Varian, Varian agrees to sell to LipoScience and its Affiliates, the NMR Subsystem as then incorporated in the Magnus Analyzer until: (a) such time as either LipoScience has developed, received necessary Approvals for and commenced marketing of a replacement or successor to the Magnus Analyzer which does not incorporate or require the NMR subsystem, or (b) the period of two (2) years from the effective date of expiration of the Term (provided that Varian has provided the [***] as required), or (c) three years from the effective date of a termination by LipoScience due to uncured breach by Varian, whichever of (a) or (b) or (c) is shorter. In addition, if for any reason, LipoScience chooses to terminate this Agreement, including non-renewal of the Term, or if Varian terminates this Agreement due to a material breach by LipoScience, LipoScience agrees to make available to Varian those portions or parts of the Magnus Analyzer, Varian Analyzer or Autosampler supplied by LipoScience as then incorporated in the Varian-version of the Magnus Analyzer, Varian Analyzer or Autosampler until: (a) such time as either Varian has developed, received necessary Approvals for and commenced marketing of a replacement or successor to the Varian-version of the Magnus Analyzer, Varian Analyzer or Autosampler which does not incorporate or require the portions or part of the Magnus Analyzer, Varian Analyzer or Autosampler supplied by LipoScience, or (b) the period of two (2)years from the effective date of expiration of the Term (provided that LipoScience has provided the [***] as required), or (c) three years from the effective date of termination by Varian due to uncured breach by LipoScience, whichever of (a) or (b) or (c) is shorter.
Effect of Expiration or Termination of the Agreement. The expiration or termination of this Agreement shall not relieve the parties of any obligation accruing prior to such expiration or termination.
Effect of Expiration or Termination of the Agreement. Promptly following the expiration or termination of this Agreement, and except as provided in Section 7 or as otherwise expressly agreed by the Company:
(a) Executive's duties shall cease as of the effective date of termination; provided, however, the Executive shall provide the Company with all reasonable assistance necessary to permit the Company to continue its business operations without interruption and in a manner consistent with reasonable business practices, provided that such transition period shall not exceed thirty (30) consecutive days after termination nor require more than twenty (20) hours of Executive's time per
Effect of Expiration or Termination of the Agreement. Except as expressly provided herein, the expiration or termination of this Agreement shall not relieve the Parties of any obligation accruing prior to such expiration or termination (including performance of any open Purchase Orders accepted by Agilent). If for any reason Agilent elects not to renew this Agreement pursuant to Section 2.1, or if LipoScience terminates this Agreement due to a material breach by Agilent, Agilent agrees to sell to LipoScience and its Affiliates, the NMR Subsystem as then incorporated in the Vantera Analyzer until: (a) such time as either LipoScience has developed, received necessary Approvals for and commenced marketing of a replacement or successor to the Vantera Analyzer which does not incorporate or require the NMR Subsystem, or (b) the period of [ * * * ] from the expiration of the Term, or (c) [ * * * ] from the date of termination by LipoScience due to uncured material breach by Agilent, whichever of (a) or (b) or (c) is applicable and shortest. Agilent shall have no on-going supply obligations to LipoScience if this Agreement is terminated due to material breach by LipoScience. Any subsequent Purchase Orders placed by LipoScience pursuant to this Section after this Agreement is terminated, shall be subject to the terms of this Agreement.
Effect of Expiration or Termination of the Agreement. Upon any expiration of the Agreement or termination of the Agreement under Section 7(b) of the Agreement (except for termination by Verifone under Section 7(b)(i) or (ii)), Merchant shall continue to use the Software and Services for each Device, and Verifone shall continue to provide the Services for such Device, until expiration of the then current annual Service term for such Device as set forth in Section 3.0 above. Upon any termination of the Agreement under Section 7(b)(i) or (ii) of the Agreement, Merchant’s license rights in the Software and Merchant’s use of and Verifone’s obligation to provide the Services shall terminate and Merchant shall return the Devices to Verifone as set forth in Section 5(d) above. Merchant is responsible for retrieving any data or content provided by Merchant for each Hosted Point Service prior to any expiration or termination date of the Agreement, using the portal made available to Merchant with such Hosted Point Service. Verifone does not provide data or content retrieval services.
Effect of Expiration or Termination of the Agreement. Upon any expiration of the Agreement or termination of the Agreement under Section 7(b) of the Agreement (except for termination by Verifone under Section 7(b)(i) or (ii)), Merchant shall continue to use the Software and Services, and Verifone shall continue to provide the Services, for a Verifone payment device, until expiration of the then current service term for such Verifone payment device as set forth in Section 3.0. Upon any termination of the Agreement under Section 7(b)(i) or (ii) of the Agreement or Section 5.0 above, Merchant’s license rights in the Software and Merchant’s use of and Verifone’s obligation to provide the Services shall terminate.
Effect of Expiration or Termination of the Agreement. OR A SERVICE ORDER
(a) Pioneer Connect may disconnect the applicable service;
(b) Pioneer Connect may delete all applicable data, files, electronic messages, voicemail or other information stored on Pioneer Connect servers or systems;
(c) if a Member has terminated the service order prior to the expiration of the service term for convenience, or if Pioneer Connect has terminated the service order prior to the expiration of the service term as a result of material breach by the Member, Pioneer Connect may assess and collect from the Member applicable termination charges;
(d) Member shall, permit Pioneer Connect access to retrieve from the applicable service locations any and all Pioneer Connect equipment (however, if Member fails to permit access, or if the retrieved Pioneer Connect equipment has been damaged and/or destroyed other than by Pioneer Connect or its agents, normal wear and tear excepted, Pioneer Connect may invoice member for the full replacement cost of the relevant Pioneer Connect equipment, or in the event of minor damage to the retrieved Pioneer Connect equipment, the cost of repair, which amounts shall be immediately due and payable); and
(e) If used in conjunction with the terminated service, Member’s right to use applicable licensed software shall automatically terminate, and Member shall be obligated to return the licensed software to Pioneer Connect.
Effect of Expiration or Termination of the Agreement. Upon any expiration or early termination of this Agreement, the following shall apply:
