Effect of Termination for Breach. Notwithstanding anything in this Agreement to the contrary, in the event of a termination of this Agreement for breach under Section 11.2.2 or for bankruptcy of the other Party under Section 11.2.4 or a termination of this Agreement by either Party under Section 11.2.5, the provisions of this Section 4.6 shall not apply to the terminating Party, but shall apply only as to the breaching Party in the case of a termination under Section 11.2.2, or the Party subject to bankruptcy proceedings in the case of a termination under Section 11.2.4 or Sanofi, in the case of termination of this Agreement under Section 11.2.5.
Effect of Termination for Breach. (a) If either Party terminates this Agreement pursuant to Section 14.4 above the following shall apply: (i) the breaching Party shall have no further rights under the licenses granted to it under Article 8; (ii) the breaching Party shall assign to the non-breaching Party the breaching Party's rights and obligations under any then existing licenses to Blocking Third Party Intellectual Property and Enhancing Third Party Intellectual Property for Licensed Products; and (iii) the breaching Party shall be deemed to have granted to the non-breaching Party an exclusive, sublicensable, license in the Territory under the Elan Patents and Elan Know-how (where Elan is the breaching Party) and the Biogen Patents and Biogen Know-how (where Biogen is the breaching Party) to develop, make, have made, use, market, sell, offer for sale, have sold or import Licensed Products in the Field in the Territory. In the event of termination under this Section, the breaching Party shall, at its cost, transfer to the non-breaching Party ownership of any regulatory submissions related to Licensed Product (including, without limitation, all Clinical Trial Applications and Drug Approval Applications) and Regulatory Approvals then in its name to the non-breaching Party, and shall notify the appropriate Regulatory Authorities and take any other action reasonably necessary to effect such transfer of ownership. If ownership of a regulatory submission or Regulatory Approval cannot be transferred to the non-breaching Party in any country, the breaching Party shall grant to the non-breaching Party a permanent, exclusive and irrevocable right of access and reference to such regulatory submission and Regulatory Approvals for Licensed Product in such country. If such right of access and reference is not sufficient to permit the non-breaching Party to file a Drug Approval Application and receive Regulatory Approval or to develop, make, market, use or sell Licensed Product, the breaching Party shall provide CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS (*) DENOTE SUCH OMISSIONS. the non-breaching Party with the complete data package that the breaching Party used in regulatory submissions in such country in order to allow the non-breaching Party to file such Drug Approval Applications and to receive Regulatory Approval in its own name. If the non-breaching Party sells a Licensed Product under the license granted in this Section 14.5 that...
Effect of Termination for Breach. Upon a termination of this Ultrio 2 Addendum for default under this Section 8.2:
(a) Subject to the rights of the parties under Section 9.3, the Ultrio 2 Development Program shall be terminated.
(b) The non-defaulting party’s rights under the Agreement shall remain in full force and effect unchanged.
(c) The defaulting party’s rights under the Agreement with respect to all Products, other than the Ultrio 2 Assay Product, shall remain in full force and effect unchanged.
(d) The defaulting party’s rights under the Agreement with respect to the Ultrio 2 Assay Product shall terminate and be of no further force and effect. The defaulting party may not undertake a development substantially similar to the Ultrio 2 Development Program with any other party for a period of [...***...] from the date of termination.
(e) The defaulting party shall pay, to the other party, in addition to any other rights or remedies available to the nondefaulting party at law or equity, promptly upon receipt of an invoice therefore, an amount equal to (i) [...***...],
Effect of Termination for Breach. In the event of a termination pursuant to Section 7.2 (Termination for Breach), the breaching party shall forfeit all rights to any profit generated by the Funds after the date of such termination (but not profits generated prior to such time, including those that have not been distributed). Finally, notwithstanding the terms of the applicable Schedule, if Toroso or Tidal is the breaching party, Toroso or Tidal, as the case may be, shall be solely responsible for the payment of all Fund Wind-Down Costs for a Fund, if the Fund is closed and liquidated (and not transitioned to another trust) within three months of the termination of this Agreement.
Effect of Termination for Breach. If any unfilled or partially unfilled purchase orders are outstanding at termination, the non-breaching party may cancel them without obligation to make any payments to the breaching party. Unfilled purchase orders (or portions thereof) that are not cancelled by the non-breaching party will be filled and paid for in accordance with the terms of this Agreement.
Effect of Termination for Breach. If Customer materially breaches Section 3 above, then, ORock may bring the matter to the Contracting Officer. upon OROCK’s request Customer shall, at OROCK’s option, either return to OROCK, or destroy and certify in writing to OROCK that it has destroyed, the original and all copies, in whole or in part, in any form, of the Work Product and any other Confidential Information disclosed by OROCK hereunder.
Effect of Termination for Breach. In the event that the Terminating Party elects to terminate only the licenses granted to the other Party pursuant to Subsection 11.2(i) above, the licenses granted to the Terminating Party hereunder shall remain in full force and effect, subject to payment of the royalty obligations set forth herein. In the event of termination for breach as set forth in this Article 11.2, the Non-Terminating Party shall transfer to the Terminating Party, and shall cause all of its sub licensees or Affiliates to transfer to the Terminating Party, by no later than [ * ] from the date of termination of participation under this Section 4.7. all Know-How and Materials relating to (a) the Joint Program IP, and (b) the information, data, Know How developed under this Agreement, to the extent necessary or useful for the development, manufacture, marketing and sale of Products and Drug Products in the other Party’s therapeutic area of interest.
Effect of Termination for Breach. (a) In the event of such termination by Ilypsa due to material breach by Relypsa, the following shall apply: (i) all licenses granted by Ilypsa pursuant to Section 2.1 with respect to such Reverted Program shall terminate; (ii) Relypsa shall assign to Ilypsa all Assigned Patent Rights relating to such Reverted Program, and where such Assigned Patent Rights cover or claim inventions related to programs in addition to the Reverted Program, Ilypsa shall grant to Relypsa an exclusive license under such Assigned Patent Rights consistent with the terms and conditions of this Restated Agreement only to the extent necessary to continue development and commercialization of products under other Transferred Assets or any Future Products; (iii) Relypsa shall assign to Ilypsa all regulatory filings and approvals held by it with respect to such Reverted Program, if any; (iv) Relypsa shall transfer to Ilypsa any product inventory on-hand relating to such Reverted Program at a price equal to Relypsa’s cost of goods and (v) Relypsa shall grant to Ilypsa an exclusive license under Relypsa’s then-owned or controlled intellectual property to make, have made, use, sell, offer for sale, or import products arising out of such Reverted Program, worldwide.
(b) In the event of material breach by Ilypsa, all licenses granted to Relypsa set forth in this Restated Agreement with respect to such Reverted Program shall survive. In addition, Relypsa shall also have the right, in addition to any other remedies, to offset against all royalties or other payments owed to Ilypsa hereunder any damages incurred by Relypsa as a result of such breach, as determined by a court of competent jurisdiction from which decision no appeal can be further taken.
Effect of Termination for Breach. Upon any termination of this Agreement: (a) The license grants contained in Section 2.1 and 2.2 shall terminate; (b) subject to Sections 3.3 and 3.4, Inverness may sell any inventory of Licensed Products in its possession at the effective date of termination, but shall have no further right to Exploit the Licensed Products; and 20 (c) subject to the payment of royalties to Inverness pursuant to Section 3.6, Chembio may Exploit any inventory of Licensed Products in its possession as at the effective date of termination, but Chembio shall have no license rights to manufacture or Exploit any further Licensed Products. 11.5.
Effect of Termination for Breach. Upon the occurrence of a termination or expiration of the MSA and/or any continuing SOW, Xxxxxx-Xxxxxx shall have the right to immediately terminate the Services at the Customer’s cost and expense. The termination of a particular SOW shall not operate as a termination of the Agreement or any other SOW. Upon such termination, the Customer agrees to immediately pay to Xxxxxx-Xxxxxx all Fees (including any early termination or cancellation fees or charges provided for in the Agreement) and other amounts due and owing for Services provided through and including the effective date of termination.
