Gentium S.p Sample Clauses

Gentium S.p. A. By: /s/ Xxxx Xxxxx By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxx Name: Xxxx Xxxxxxxxx Title: President Title: Executive Vice President and Chief Financial Officer Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as ***. A complete version of this exhibit has been filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Act of 1934, as amended. part a
Sample 1
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Gentium S.p. A., a corporation organised and existing under the law of Italy and having its registered office in Piazza XX Settembre n. 2, Villa Guardia (CO) Italy, represented by its President and Managing Director Dott.ssa Xxxxx Xxxx Xxxxx (hereinafter the "LICENSOR") (SELLER and LICENSOR jointly referred to as the ,,SELLERS") and
Sample 1
Gentium S.p. A., a stock corporation organized under the law of the Republic of Italy, (the "Company"), pursuant to its Nonstatutory Stock Option Plan and Agreement (the "NSO Plan and Agreement") and this Stock Option Grant Notice (the "Grant Notice"), hereby grants to Optionee an option (the "Option") to purchase the number of shares of the Company's common stock set forth below (the "Shares"). This Option is subject to all of the terms and conditions as set forth herein and in the NSO Plan and Agreement, which is attached hereto and incorporated herein in its entirety. Optionee: Xxxx Xxxxxxxx Option Grant Number: 001 Type of Option: Nonstatutory Stock Option Date of Grant: October 1, 2004 Shares Subject to Option: 60,000 Exercise Price Per Share: $5.50 Expiration Date: September 30, 2009 Vesting Schedule: Subject to the terms and conditions of the NSO Plan and Agreement, 20% of the Shares shall vest on the Date of Grant; thereafter, 20% of the Shares shall vest on each of the following: September 15, 2004, October 15, 2004, November 15, 2004 and December 15, 2004. Exercise Schedule: Same as "Vesting Schedule." Early Exercise is not permitted. Payment: Payment of the Option exercise price may be made in cash or check or by any other method provided in the NSO Plan and Agreement.
Sample 1
Gentium S.p. A., a stock corporation organized under the law of the Republic of Italy (the "Company"), hereby grants a nonstatutory stock option (the "Option") to Xxxx Xxxxxxxx, Executive Vice President and Chief Financial Officer of the Company, to purchase the number of shares of the common stock of the Company (the "Common Stock") indicated in the Grant Notice (the "Option Shares") at the exercise price indicated in the Grant Notice. The Option shall be effective on the date of grant specified in the Grant Notice. The Option is not intended to qualify as an "incentive stock option" within the meaning of Section 422 of the United States Internal Revenue Code of 1986, as amended (the "Code") The Option is intended to comply with the exemption from qualification provided by Section 5(I)(b) of the Texas Securities Act. The Option Shares covered by the grant of this Option are intended to be exempt from registration pursuant to Rule 701 promulgated pursuant to the Securities Act of 1933, as amended (the "Securities Act"). In the event the Company files a Form S-8 to cover shares of Common Stock issued pursuant to stock options and/or other stock-based awards under an equity incentive plan adopted by the Company, the Company shall use its best efforts to register the Option Shares on such Form S-8.
Sample 1

Related to Gentium S.p

  • Comverge Comverge hereby represents and warrants the following:

  • Millennium Compliance Borrower shall take all action necessary to assure that there will be no material adverse change to Borrower's business by reason of the advent of the year 2000, including without limitation that all computer-based systems, embedded microchips and other processing capabilities effectively recognize and process dates after April 1, 1999, except for personal office computers and network stations which will be compliant by October 1, 1999. At FINOVA's request, Borrower shall provide to FINOVA assurance reasonably acceptable to FINOVA that Borrower's computer-based systems, embedded microchips and other processing capabilities are year 2000 compatible.

  • Designated Configuration; Trained Personnel State Street and the Fund shall be responsible for supplying, installing and maintaining the Designated Configuration at the Designated Locations. State Street and the Fund agree that each will engage or retain the services of trained personnel to enable both parties to perform their respective obligations under this Addendum. State Street agrees to use commercially reasonable efforts to maintain the System so that it remains serviceable, provided, however, that State Street does not guarantee or assure uninterrupted remote access use of the System.

  • Software License Agreement McDATA agrees that all Licensed Software will be distributed to Customers subject to a Software License Agreement (including warranty statement), along with a McDATA Manual, in a manner which is (a) no less protective of BROCADE's Intellectual Property Rights in the Licensed Software than the form attached hereto as Exhibit D, and (b) legally enforceable in the jurisdictions in which the Licensed Software, as incorporated into the McDATA Products, is distributed.

  • Customer Services Provide services and systems dedicated to customer service, including billing, remittance, credit, collections, customer relations, call centers, energy conservation support and metering.

  • Cornerstone shall notify the LLC and confirm such advice in writing (i) when the filing of any post-effective amendment to the Registration Statement or supplement to the Prospectus is required, when the same is filed and, in the case of the Registration Statement and any post-effective amendment, when the same becomes effective, (ii) of any request by the Securities and Exchange Commission for any amendment of or supplement to the Registration Statement or the Prospectus or for additional information and (iii) of the entry of any stop order suspending the effectiveness of the Registration Statement or the initiation or threatening of any proceedings for that purpose, and, if such stop order shall be entered, Cornerstone shall use its best efforts promptly to obtain the lifting thereof.

  • Work Location While employed by the Company hereunder, the Executive shall perform his duties (when not traveling or engaged elsewhere in the performance of his duties) at the offices of the Company in Bermuda. The Executive shall travel to such places on the business of the Company in such manner and on such occasions as the Company may from time to time reasonably require.

  • IBM Credit may in its sole discretion from time to time decide the amount of credit IBM Credit extends to Customer, notwithstanding any prior course of conduct between IBM Credit and Customer. IBM Credit may combine all of its advances to make one debt owed by Customer.

  • Licensee Licensee represents and warrants that:

  • Licensor any Person from whom a Grantor obtains the right to use any Intellectual Property. Lien: any Person’s interest in Property securing an obligation owed to, or a claim by, such Person, whether such interest is based on common law, statute or contract, including liens, security interests, pledges, hypothecations, statutory trusts, reservations, exceptions, encroachments, easements, rights-of-way, covenants, conditions, restrictions, leases, and other title exceptions and encumbrances affecting Property. Lien Waiver: an agreement, in form and substance satisfactory to Collateral Agent, by which (a) for any material Collateral located on leased premises, the lessor waives or subordinates any Lien it may have on the Collateral, and agrees to permit Collateral Agent to enter upon the premises and remove the Collateral or to use the premises to store or dispose of the Collateral; (b) for any Collateral held by a warehouseman, processor, shipper, customs broker or freight forwarder, such Person waives or subordinates any Lien it may have on the Collateral, agrees to hold any Documents in its possession relating to the Collateral as agent for Collateral Agent, and agrees to deliver the Collateral to Collateral Agent upon request; (c) for any Collateral held by a repairman, mechanic or bailee, such Person acknowledges Collateral Agent’s Lien, waives or subordinates any Lien it may have on the Collateral, and agrees to deliver the Collateral to Collateral Agent upon request; and (d) for any Collateral subject to a Licensor’s Intellectual Property rights, the Licensor grants to Collateral Agent the right, vis-à-vis such Licensor, to enforce Collateral Agent’s Liens with respect to the Collateral, including the right to dispose of it with the benefit of the Intellectual Property, whether or not a default exists under any applicable License.

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