Limited Standstill. The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of irrevocable lockup agreements (“Limited Standstill Agreements”) in the forms annexed hereto as Exhibit H, with the parties identified on Schedule 9.1(q) hereto.
Limited Standstill. The Company will deliver to Investor on or before each Tranche Closing Date, and will honor and enforce, and will take reasonable actions to assist Investor in enforcing, the provisions of, the Lock-Up Agreements with the Company’s officers, directors and beneficial owners of 10% or more of the Common Stock.
Limited Standstill. The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of irrevocable standstill agreements ("LIMITED STANDSTILL AGREEMENTS") in the form annexed hereto as EXHIBIT F with the Insiders that are identified on SCHEDULE 4(r) hereto (the “DESIGNATED INSIDERS”).
Limited Standstill. Each Party agrees that it shall not, and that it shall cause each of its Affiliates and representatives not to, file or otherwise bring any action or lawsuit alleging patent infringement against the other Party for a period of three (3) years after the Effective Date of this Agreement or until the termination of this agreement, whichever is earlier (“Standstill Period”). Nothing in this Section 2.7 shall enlarge or otherwise modify the licenses, releases, or covenants set out in this Agreement. The foregoing provision is personal to the Parties, is non-assignable, (except as set forth in Section 5.2) and does not apply to any other Person. Further, it shall not prevent either Party from engaging in discussions with the other Party or any other Person regarding the licensing of its patents or from enforcing its patents against any Person other than a Party. During this Standstill Period, any patent infringement claim that one Party has against the other shall be tolled and any damages will accrue and be recoverable to the full extent permitted by 35 U.S.C. § 286. For clarity, nothing shall prevent the Parties from seeking damages after the Standstill Period terminates for patent infringement occurring during the Standstill Period (unless subject to any of the covenants not to xxx set forth in Section 2.3, 2.5 or 2.6). If either Party violates this Standstill agreement, the other Party shall be free to immediately end the Standstill Period. If a complaint for patent infringement is filed after expiration of the Standstill Period, no party may rely on the Standstill Period as a basis for any claim, counterclaim, or defense, including without limitation an assertion of laches. Notwithstanding the foregoing, a Party still may assert any claim, counterclaim, or defense available, including without limitation an assertion of laches, to the extent it does not specifically rely on the Standstill Period as a basis. For the avoidance of doubt, nothing in this provision or any other provision of this Agreement shall prevent either Party from intervening in patent litigation between the other Party and a Third Party based on any indemnity or other contractual obligation that either Party owes to such Third Party.
Limited Standstill. The Company will deliver to the Buyers on or before the Closing Date and enforce the provisions of irrevocable standstill agreements ("Limited Standstill Agreements") in the form annexed hereto as Exhibit G with the Insiders and other shareholders that are identified on Schedule 4(m) hereto (collectively, the “Designated Insiders”).
Limited Standstill. The Company will deliver to the Subscribers on or before the Closing Date and enforce the provisions of an irrevocable lock up agreement (“Lock Up Agreement”) in the form annexed hereto as Exhibit G, with the parties identified on Schedule 9(t) hereto.
Limited Standstill. Subject to the terms and conditions in this Section 2.6 and Section 2.7, for a period of four (4) years after the Effective Date of this Agreement or until the termination of this Agreement under Section 4.2, whichever is earlier (“Standstill Period”), a Party shall not (either by itself or through an Affiliate or Third Party) initiate, file, encourage, direct, fund or otherwise bring or participate in any claim alleging infringement (direct, indirect, induced, contributory or otherwise), misuse or any other violation of any patents against the other Party or its Affiliates by any Standstill Covered Products (the “Standstill”). “Standstill Covered Products” are (i) any products or services first made, used, sold, offered for sale, imported or otherwise commercialized by that Party or its Affiliates on or before the Effective Date, including, without limitation, with respect to Illumina, the Illumina Products, (ii) any products or services made or sold by such Party or its Affiliates that such Party or its Affiliates officially announced at an industry conference or other public forum before the Effective Date as part of such Party’s or its Affiliates’ forthcoming product or service offerings, and (iii) any Natural Evolutions of a product or service covered by (i) or (ii). In addition, as part of the Standstill, and subject to the terms and conditions in this Section 2.6 and Section 2.7, during the Standstill Period, a Party shall not (either by itself or through an Affiliate or Third Party) initiate, file, encourage, direct, fund or otherwise bring or participate in any claim alleging infringement of any patents against any customer (direct or indirect) of the other Party or its Affiliates by (i) any commercial products or commercial services first made or sold by that Party or its Affiliates on or before the Effective Date, or (ii) any commercial products or commercial services made or sold by that Party that such Party or its Affiliates officially announced at an industry conference or other public forum before the Effective Date as part of such Party’s or its Affiliates’ forthcoming product or service offerings , or (iii) any Natural Evolutions of a product or service covered by (i) or (ii) (collectively, “Customer Standstill Products”). Notwithstanding anything to the contrary herein, Customer Standstill Products do not include, and expressly exclude, stand-alone Third Party products that infringe a Party’s patents independent of any incorporation in o...
Limited Standstill. Subject to Hologic’s timely payment of the Hologic Payment under Section 3.1, Grifols’ timely payment of the Grifols Payment under Section 3.1, and the carve-out set forth in Section 2.7 for AmpiProbe Technology, neither Enzo on the one hand, nor Hologic or Grifols on the other, shall (either by itself or through an Affiliate or Third Party) initiate, file, encourage, direct, fund, or otherwise bring or participate in any claim alleging infringement of any patents against the other Party or its Affiliates for a period of two (2) years after the Effective Date of this Agreement or until the termination of this Agreement under Section 4.2, whichever is earlier.
Limited Standstill. The Company will make available to the Investors on the Closing Date copies of the Limited Standstill Agreements, substantially in the form attached hereto as Exhibit B, executed by each of the Company’s directors, the Company’s President and the Company’s Chief Financial Officer (if applicable). The Company represents and warrants to the Investors that, as of the date of the Agreements, no other member of the Company’s management owns equity securities or securities or instruments convertible into or exchangeable for equity securities of the Company.
Limited Standstill. The Company will deliver to the Purchasers on or before the Closing Date and enforce the provisions of the irrevocable standstill agreements in the form annexed hereto as Exhibit G, with the Company’s officers, directors and beneficial owners of more than 9.9% of the Company’s Common Stock.
