Effects of Expiration or Termination. (a) The expiration or termination of this Agreement for any reason shall not release either Party any obligation or liability which, at the time of such expiration or termination, has already accrued to the other Party or which is attributable to a period prior to such expiration or termination. Accordingly, if any obligations remain unpaid or any amounts are owed or any payments are required to be made by either Party to the other Party on or after the date on which this Agreement expires or is terminated, this Agreement shall remain in full force and effect until any and all such obligations, amounts or payments have been indefeasibly paid or made in accordance with the terms of this Agreement, and solely for that purpose. (b) Notwithstanding anything herein to the contrary, the termination of this Agreement by a Party shall be without prejudice to other remedies such Party may have at law or in equity (including any enforcement of its rights under any of the Transaction Documents) the exercise of a right of termination shall not be an election of remedies. (c) ARTICLE 1 and Sections 2.01(b), 2.01(c), 2.04, 5.02(b), 5.03, 5.05(b), 5.06(c) and 5.10(a) (but, in the case of Sections 5.02(b), 5.06(c), and 5.10(a), only if closing occurs), this Section 7.02 and ARTICLE VIII shall survive the termination of this Agreement for any reason. Except as otherwise provided in this Section 7.02, all rights and obligations of the Parties under this Agreement shall terminate upon expiration or termination of this Agreement for any reason.
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Samples: Royalty Interest Acquisition Agreement (Healthcare Royalty, Inc.), Royalty Interest Acquisition Agreement (Healthcare Royalty, Inc.), Royalty Interest Acquisition Agreement (Aviragen Therapeutics, Inc.)
Effects of Expiration or Termination. (a) The Upon expiration or termination of this Agreement for any reason shall not release either Party reason, (i) any obligation or liability whichamounts owed under this Agreement, at up to the time point of such expiration or termination will be immediately due and payable; (ii) all rights and licenses granted under this Agreement will immediately cease to exist (except as provided below, and for any license granted hereunder that by there terms are intend to survive expiration, termination, has already accrued including, without limitation, the license granted under Section 10.2); and (iii) each Party will, to the extent feasible, destroy or return to the other Party or which is attributable to a period prior to such expiration or termination. Accordingly, if any obligations remain unpaid or any amounts are owed or any payments are required to be made by either Party to all Confidential Information of the other Party on or after the date on which this Agreement expires or is terminated, this Agreement shall remain in full force and effect until any and all such obligationscopies, amounts compilations or payments have been indefeasibly paid summaries thereof in its possession or made in accordance with the terms of this Agreement, and solely for that purpose.
(b) control. Notwithstanding anything herein to the contrary, the termination of this Agreement by a Party shall be without prejudice to other remedies such Party may have at law or in equity (including any enforcement of its rights under any of the Transaction Documents) the exercise of a right of termination shall not be an election of remedies.
(c) ARTICLE 1 and Sections 2.01(b), 2.01(c), 2.04, 5.02(b), 5.03, 5.05(b), 5.06(c) and 5.10(a) (but, in the case of Sections 5.02(b), 5.06(c), and 5.10(a), only if closing occurs), this Section 7.02 and ARTICLE VIII shall survive the termination of this Agreement for any reason. Except as otherwise provided in this Section 7.02, all rights and obligations of the Parties under this Agreement shall terminate upon expiration or termination of this Agreement for any reason, (i) the license granted pursuant to Section 2.1 shall convert to a perpetual, irrevocable nonexclusive fully paid up license, and (ii) all sublicenses granted hereunder shall convert to perpetual, irrevocable nonexclusive fully paid up licenses; in each case solely with regard to Projects that are underway or Production Plants that have been completed and only during times that each Owner makes all royalty payments then-due as required by Section 4.2 hereof until the end of the then-applicable Royalty Period at which time no additional Royalty Fees shall be then-due and the license shall continue as set forth above.
Appears in 1 contract
Samples: Technology License and Services Agreement (O2diesel Corp)