Loss of Exclusive Rights Sample Clauses

Loss of Exclusive Rights. As ICU's sole and exclusive remedy for ------------------------- (1) BBM's failure to achieve the compliance percentages set forth in Section 3.5(A), or (2) BBM's material breach of the provisions of Subsections 3.5(B), (C) and (D) which is not cured within thirty (30) days of written notice from ICU, BBM's rights under Section 3.1 of the Agreement shall become non-exclusive and the provisions of Section 3.5(E) shall become effective upon (a) written notice from ICU at any time within ninety (90) days following the compliance report given to ICU pursuant to Section 2.5 (C), in the case of a failure to achieve the compliance percentages, or (b) the expiration of the thirty-day cure period, in the case of a breach of Subsections 3.5(B), (C) and (D).
Sample 1
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Loss of Exclusive Rights. If during the Exclusive Marketing Agreement Term purchases made in any calendar year by MiniMed from MRG for the U.S. and OUS combined do not equal at least the combined Minimum Purchase Requirements for the US and the OUS specified in Section 6.6 and 6.6.1 for such calendar year and provided MRG can continue to supply the quantities of Long-Term Glucose Sensors and the other related Licensed Products set forth in Section 6.6.1 and is not otherwise in material default of this Agreement, MRG shall have the absolute right to convert MiniMed's marketing rights to a non-exclusive basis, unless within thirty (30) days after the end of such Annual Period MiniMed pays to MRG such sum as is representative of one-half of the Transfer Price of the quantity of Long-Term Glucose Sensors which would need to be purchased by MiniMed to bring the total minimum quantity for such calendar year up to at least such combined Minimum Purchase Requirements for the US and the OUS. In no event shall MiniMed's marketing rights be converted to a non-exclusive basis or terminated if the failure of MiniMed to purchase the required number of Long-Term Glucose Sensors is caused by the failure of MRG to provide, in accordance with the requirements of this Agreement (determined without regard to the doctrine of substantial performance and without regard to the 115% limitation set forth in Section 6.4.2.1), Long-Term Glucose Sensors or other Licensed Products which have been ordered by MiniMed. If MRG fails to establish the capability to manufacture Licensed Products and MiniMed exercises its right set forth in Section 6.4.2 to itself undertake such manufacture or contract with others to do so, the Minimum Purchase Requirements set forth in Section 6.6.1 shall be adjusted so that they begin to apply for the first twelve calendar month period commencing after such capability is established as if that had been the First Year in the table set forth in Section 6.6 and shall progress as provided in the table substituting each such successive twelve calendar month period for each calendar year referred to in Section 6.6.1. Likewise, if MRG loses said manufacturing capability or if MRG fails to deliver or MiniMed is unable to manufacture or distribute Long-Term Glucose Sensors as a result of the assertion by a Third Party of any right to the Technology associated with the Long-Term Glucose Sensor, then the obligation to meet the Minimum Purchase Requirements shall be suspended until such time as ...
Sample 1
Loss of Exclusive Rights. (a) CVT shall have the right to convert the exclusive licenses granted to FHI pursuant to Section 8.1 below to co-exclusive licenses to FHI (with co-exclusive licenses to CVT as provided in Section 8.2 below), with such conversion to take effect automatically upon thirty (30) days' prior written notice from CVT to FHI if either of the following events occurs at any time during the Term of this Agreement:
Sample 1
Loss of Exclusive Rights. The Parties acknowledge that pursuant to Section 7.6.1 of the Implantable Pump License and Distribution Agreement MRG has the right to repurchase from MiniMed MiniMed's rights to distribute the NewMIP (as defined in the Implantable Pump License Agreement and Distribution Agreement) and that, pursuant to Section 7.6.3 of the Implantable Pump License Agreement, if that right is exercised, MiniMed's rights with respect to the Long-Term Glucose Sensor and other Licensed Products shall include:
Sample 1

Related to Loss of Exclusive Rights

  • Exclusive Rights Enter into or amend any agreements pursuant to which any other party is granted exclusive marketing or other exclusive rights of any type or scope with respect to any of its products or technology;

  • Non-Exclusive Rights The provisions for indemnification of, and advancement of Expenses to, the Board Member set forth in this Agreement shall not be deemed exclusive of any other rights to which the Board Member may otherwise be entitled. Notwithstanding the previous sentence, the indemnification provided for in this Agreement is in lieu of, and not in addition to, the indemnification set forth in the Trust Instrument. The Fund shall not be liable under this Agreement to make any payment of amounts otherwise indemnifiable hereunder if and to the extent that the Board Member has otherwise actually received such payment under any insurance policy, contract, agreement or otherwise.

  • Non-Exclusive Right In the event this Agreement is terminated or upon written notice from Western at any time, the Corporation hereby agrees that it will eliminate from the Fund's name any reference to the name of "Western." The Corporation, on behalf of the Fund, shall have the non-exclusive use of the name "Western" in whole or in part only so long as this Agreement is effective or until such notice is given.

  • Grant of Exclusive License 1. Licensor hereby grants to Licensee an exclusive worldwide license with the right to sublicense others, to make, have made, use, sell and lease the Products described in the Licensed Patent Rights with reach-through rights reserved to Licensor.

  • Indemnification Not Exclusive, etc The right of indemnification provided by this Article 8 shall not be exclusive of or affect any other rights to which any such Covered Person or shareholder may be entitled. As used in this Article 8, a "disinterested" Person is one against whom none of the actions, suits or other proceedings in question, and no other action, suit or other proceeding on the same or similar grounds is then or has been pending or threatened. Nothing contained in this Article 8 shall affect any rights to indemnification to which personnel of the Trust, other than Trustees and officers, and other Persons may be entitled by contract or otherwise under law, nor the power of the Trust to purchase and maintain liability insurance on behalf of any such Person.

  • Indemnification Not Exclusive The right of indemnification hereby provided shall not be exclusive of or affect any other rights to which any such Covered Person may be entitled. As used in this Article 10, the term "Covered Person" shall include such person's heirs, executors and administrators, and a "disinterested person" is a person against whom none of the actions, suits or other proceedings in question or another action, suit, or other proceeding on the same or similar grounds is then or has been pending. Nothing contained in this Article shall affect any rights to indemnification to which personnel of the Trust, other than Trustees and officers, and other persons may be entitled by contract or otherwise under law, nor the power of the Trust to purchase and maintain liability insurance on behalf of such person.

  • Notice of Exclusive Control So long as the Securities Intermediary has not received a Notice of Exclusive Control (as defined below), the Securities Intermediary may, subject to paragraph (ii) below, comply with entitlement orders of the Lien Grantor or any duly authorized agent of the Lien Grantor in respect of the Account and any or all financial assets credited thereto. After the Securities Intermediary receives a written notice from the Secured Party that it is exercising exclusive control over the Account (a "Notice of Exclusive Control"), the Securities Intermediary will cease complying with entitlement orders of the Lien Grantor and any of its agents.

  • Non-Exclusive Remedies The remedies provided for in this Section 7 are not exclusive and shall not limit any rights or remedies which may otherwise be available to any Indemnified Person at law or in equity.

  • Contract Rights Not Exclusive The rights to payment of Indemnifiable Amounts and advancement of Indemnifiable Expenses provided by this Agreement shall be in addition to, but not exclusive of, any other rights which Indemnitee may have at any time under applicable law, the Company’s Certificate of Incorporation or By-laws, or any other agreement, vote of stockholders or directors (or a committee of directors), or otherwise, both as to action in Indemnitee’s official capacity and as to action in any other capacity as a result of Indemnitee’s serving as a director or officer of the Company.

  • Termination of Exclusivity Section 9.1 (Exclusivity in Michigan) of this Agreement shall terminate upon any termination of the Agreements, notwithstanding any breach of the Agreements by the Band.

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