GRANT OF RIGHTS AND ACCEPTANCE Sample Clauses

GRANT OF RIGHTS AND ACCEPTANCE. 2.01 The License Agreement is hereby amended to add the Cincinnati Patent Rights to the Bucindolol Patent Rights previously licensed to Licensee under the License Agreement. The intent of this Amendment is to grant Licensee an exclusive license to the entire Bucindolol Patent Rights, including the Cincinnati Patent Rights. 2.02 As consideration for this grant, Licensee shall issue to University 90,000 shares of ARCA Common Stock, pursuant to the Subscription Agreement between Licensee and University dated June 23, 2006. No additional Royalties, milestone payments, or any other consideration shall be owed by Licensee under this Amendment.
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GRANT OF RIGHTS AND ACCEPTANCE. 2.01 University hereby grants and Licensee accepts, during the term and subject to the terms and conditions of this Agreement, and further subject to University’s right to do so without incurring liability to third parties: (a) an exclusive license to make, have made, use, sell, offer to sell and import the Know-How in the Territory and within the Fields of Use; and (b) an exclusive license of University’s Patent Rights, except for Patent Rights in University Case No. 2002.026H, in the Territory to make, have made, use, sell, offer to sell, and import any Licensed Products in the Fields of Use and to practice any Licensed Processes in the Fields of Use; and (c) an exclusive license of University’s Patent Rights in University Case No. 2002.026H in the Territory to make, have made, use, sell, offer to sell and import any Licensed Products in the Fields of Use and to practice any Licensed Process in the Fields of Use (provided that such license may be converted into a co-exclusive license subject to Myogen’s right to obtain a co-exclusive license for such Patent Rights from University). [*] Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities and Exchange Act of 1934, as amended. 2.02 This Agreement confers no license or rights by implication, estoppel, or otherwise under any patent applications or patents of University other than Patent Rights regardless of whether such patents are dominant or subordinate to Patent Rights. 2.03 Improvements and New Inventions
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GRANT OF RIGHTS AND ACCEPTANCE. 2.01 University hereby grants and Licensee accepts, during the term and subject to the terms and conditions of this Agreement, and further subject to University's right to do so without incurring liability to third parties, (a) an exclusive license to use the Know-How in the Territory and in the Field of Use; and (b) an exclusive license of University’s Patent Rights in the Territory to make , use, sell, offer to sell, and import any Licensed Product(s) in the Field of Use and to practice any Licensed Process(es) in the Field of Use. 2.02 This Agreement confers no license or rights by implication, estoppel, or otherwise under any patent applications or patents of University other than licensed Patent Rights. 2.03 This Agreement shall be subject to the mandatory public laws in any country where this Agreement will produce an effect.
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GRANT OF RIGHTS AND ACCEPTANCE. 2.01 Licensor hereby grants and Licensee accepts, during the Term and subject to the terms and conditions of this License Agreement: (a) an exclusive license to use the Technology and Know-How in the Territory and within the Fields of Use, as described in Exhibit A hereto and incorporated in this Agreement by this reference; and (b) an exclusive license of Licensor’s Technology in the Territory to make, use, sell, offer to sell any the Licensed Products and to practice any of the Licensed Processes in the Fields of Use.
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GRANT OF RIGHTS AND ACCEPTANCE. 2.01 University hereby grants and Licensee accepts, during the term and subject to the terms and conditions of this Restated License Agreement, and further subject to University’s right to do so without incurring liability to third parties: (a) a non-exclusive license to make, have made, use, sell, offer to sell and import the Know-How in the Territory and within the Fields of Use; and (b) an exclusive license of the Patent Rights in the Territory to make, have made, use, sell, offer to sell, and import any Licensed Products in the Fields of Use and to practice any Licensed Processes in the Fields of Use. 2.02 This Restated License Agreement confers no license or rights by implication, estoppel, or otherwise under any patent applications or patents of University other than Patent Rights regardless of whether such patents are dominant or subordinate to Patent Rights. [ * ] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended.
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GRANT OF RIGHTS AND ACCEPTANCE. 2.01 University hereby grants and Licensee accepts, during the term and subject to the terms and conditions of this Agreement, and further subject to any rights of the United States government, an exclusive license to all University’s Patent Rights in the Territory, including the right to make, have made, use, sell, offer to sell, have sold, import, or distribute any Licensed Products in the Fields of Use and to practice any Licensed Processes in the Fields of Use. 2.02 This Agreement confers no license or rights by implication, estoppel, or otherwise under any patent applications or patents of University other than licensed Patent Rights regardless of whether such patents are dominant or subordinate to licensed Patent Rights. 2.03 This Agreement shall be subject to the mandatory public laws in any country where this Agreement will produce an effect.
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GRANT OF RIGHTS AND ACCEPTANCE 
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Related to GRANT OF RIGHTS AND ACCEPTANCE

  • ACKNOWLEDGEMENT AND ACCEPTANCE (a) In accepting the RSUs, the Participant acknowledges and agrees: (i) that the Plan is discretionary in nature and may be amended, cancelled, suspended or terminated by the Company at any time; (ii) that the grant of the RSUs does not create any contractual or other right to receive future grants of RSUs or any right to continue an employment or other relationship with the Company (for the vesting period or otherwise); (iii) that the Participant remains subject to discharge from such relationship to the same extent as if the RSUs had not been granted; (iv) that all determinations with respect to any such future grants, including, but not limited to, when and on what terms they shall be made, will be at the sole discretion of the Committee; (v) that participation in the Plan is voluntary; (vi) that the value of the RSUs is an extraordinary item of compensation that is outside the scope of the Participant’s employment contract if any; and (vii) that the grant of RSUs is not part of normal or expected compensation for purposes of calculating any severance, resignation, redundancy, end of service payments, bonuses, long-service awards, pension or retirement benefits or similar benefits. (b) If the Participant does not want to accept the RSUs on the terms and conditions set out in this Agreement, the Plan and/or any related documents, the Participant may choose the “Decline” button. The RSUs will then be cancelled and no other benefit will be due to the Participant in lieu thereof. If Participant does not “Decline” the RSUs within thirty (30) days from the Grant Date, the Participant shall be deemed to have accepted the RSUs and shall be deemed to have agreed to the terms and conditions set out in this Agreement, the Plan and/or any related documents. (c) The grant of the RSUs is not intended to be a public offering of securities in the Participant’s country of residence (and country of employment, if different). The Company has not submitted any registration statement, prospectus or other filings with the local securities authorities (unless otherwise required under local law), and the grant of the RSUs is not subject to the supervision of the local securities authorities. No employee of the Company or any of the Company’s subsidiaries is permitted to advise the Participant on whether the Participant should acquire Shares as a result of settlement of the RSUs under the Plan. Investment in Shares involves a degree of risk. Before deciding to acquire Shares as a result of settlement of the RSUs, the Participant should carefully consider all risk factors relevant to the acquisition of Shares under the Plan and the Participant should carefully review all of the materials related to the RSUs and the Plan. In addition, the Participant should consult with the Participant’s personal advisor for professional investment advice. (d) The Participant acknowledges and agrees that it is the Participant’s express intent that this Agreement, the Addendum (if applicable) and the Plan and all other documents, notices and legal proceedings entered into, given or instituted pursuant to the award, be drawn up in English. If the Participant has received this Agreement, the Addendum and the Plan or any other documents related to the award translated into a language other than English, and if the meaning of the translated version is different than the English version, the English version shall control. (e) As a condition to the grant of the RSUs, the Participant agrees to repatriate all payments attributable to the Shares and/or cash acquired under the Plan in accordance with local foreign exchange rules and regulations in the Participant’s country of residence (and country of employment, if different). In addition, the Participant also agrees to take any and all actions, and consents to any and all actions taken by the Company and its affiliates and subsidiaries and/or the Employer, as may be required to allow the Company and its affiliates and subsidiaries or the Employer to comply with local laws, rules and regulations in the Participant’s country of residence (and country of employment, if different). Finally, the Participant agrees to take any and all actions as may be required to comply with the Participant’s personal obligations under local laws, rules and regulations in the Participant’s country of residence (and country of employment, if different).

  • Assignment and Acceptance The parties to each assignment shall execute and deliver to the Administrative Agent an Assignment and Acceptance, together with a processing and recordation fee of $3,500, and the assignee, if it is not a Lender, shall deliver to the Administrative Agent an Administrative Questionnaire.

  • Appointment and Acceptance The Trust hereby appoints JNLD as distributor of the Shares of the Funds set forth on Schedule A on the terms and for the period set forth in this Agreement, and JNLD hereby accepts such appointment and agrees to render the services and undertake the duties set forth herein.

  • Employment and Acceptance During the Term (as defined in Section 1.2), the Company shall employ the Executive, and the Executive shall accept such employment and serve the Company, in each case, subject to the terms and conditions of this Agreement.

  • Assumption of rights If PayPal invalidates and reverses a payment that you made to a recipient (either at your initiative or otherwise), you agree that PayPal assumes your rights against the recipient and third parties related to the payment, and may pursue those rights directly or on your behalf, in PayPal’s discretion. This is known in legal terms as your “subrogation” or “assignment” to PayPal of your rights against the recipient and third parties related to the payment. Our failure to act with respect to a breach of any of your obligations under this user agreement by you or others does not waive our right to act with respect to subsequent or similar breaches. We may request information from you as we reasonably require to facilitate our actions described in this user agreement, enable us to reduce the risk of fraud or comply with our regulatory (including anti-money laundering) obligations. You must comply with these requests in a timely fashion. This may involve you faxing, emailing or otherwise providing to us at your own expense identification documents and information about your finance and operations (such as your most recent financial statements and merchant processing statements).

  • FORM OF ASSIGNMENT AND ACCEPTANCE This Assignment and Acceptance Agreement (the "ASSIGNMENT") is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the "ASSIGNOR") and [Insert name of Assignee] (the "ASSIGNEE"). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as amended, the "CREDIT AGREEMENT"), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from the Assignor, subject to and in accordance with the Standard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below, the interest in and to all of the Assignor's rights and obligations under the Credit Agreement and any other documents or instruments delivered pursuant thereto that represents the amount and percentage interest identified below of all of the Assignor's outstanding rights and obligations under the respective facilities identified below (including, to the extent included in any such facilities, letters of credit) (the "ASSIGNED INTEREST"). Such sale and assignment is without recourse to the Assignor and, except as expressly provided in this Assignment, without representation or warranty by the Assignor.

  • Offer and Acceptance These terms shall constitute a binding contract upon execution by all parties (the “Contract”).

  • Delivery and Acceptance All Software provided hereunder will be delivered electronically. We provide trial licenses of the Software for testing and pre-acceptance before purchase and therefore, delivery is deemed complete and accepted when such Software is made available to you. You are responsible for downloading, installing, registering, or otherwise using the Software.

  • Grant of Rights The Company hereby grants registration rights to the Designated Holders upon the terms and conditions set forth in this Agreement.

  • Assignment of Rights and Obligations (a) Without Owners’ prior written consent, Managing Agent shall not sell, transfer, assign or otherwise dispose of or mortgage, hypothecate or otherwise encumber or permit or suffer any encumbrance of all or any part of its rights and obligations hereunder, and any transfer, encumbrance or other disposition of an interest herein made or attempted in violation of this paragraph shall be void and ineffective, and shall not be binding upon Owners. Notwithstanding the foregoing, Managing Agent may assign its rights and delegate its obligations under this Agreement to any subsidiary of Parent so long as such subsidiary is then and remains Controlled by Parent. (b) Owners, without Managing Agent’s consent, may not assign their respective rights or delegate their respective obligations hereunder. (c) Any assignment permitted hereunder shall not release the assignor hereunder.

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