Marketing and Distribution Obligations Sample Clauses

Marketing and Distribution Obligations. 15.1 ADVANZ shall (i) use all Commercially Reasonable Efforts to market, promote, distribute and sell each Product in each country of the applicable Territory in order to maximise sales of each Product, and (ii) ensure that it and its Affiliates, as applicable, have suitable sales, marketing, regulatory, technical and distribution capacity for each country of the applicable Territory necessary to fully carry out its obligations under this Agreement.
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Marketing and Distribution Obligations. 4.2.1.The Parties agree to work together in good faith to develop a marketing and/or branding strategy for the Product. Ultimate responsibility and decision making control with regard to marketing and pricing of the Product shall belong solely to Par.
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Marketing and Distribution Obligations. Medtronic shall use its -------------------------------------- best commercially reasonable efforts to market, promote, and distribute the Products. This obligation shall include without limitation the use of mailings, telemarketing programs, advertising, seminars, and other customary marketing techniques. Should Medtronic enter into any agreement, understanding or arrangement with any manufacturer or third party supplier of networked monitoring equipment, Medtronic shall not offer preferential pricing to the End User specifically for any Network Product. For the sake of clarity, nothing in this Agreement shall prohibit or restrict Medtronic from (a) entering into any such agreement, understanding or arrangement, or (b) bundling Products with other products and charging an aggregate price for such bundle. Notwithstanding the foregoing, Medtronic shall promptly notify Data Critical of its entering into such agreement, and Data Critical shall have the right, at its election by written notice to Medtronic at any time within thirty (30) days after receipt of such notice, to terminate this Agreement effective six (6) months after the date of such notice (it being understood that such election of termination shall not affect Medtronic's Minimums for such six-month period).
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Marketing and Distribution Obligations. Cadence shall use reasonable efforts to:
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Related to Marketing and Distribution Obligations

  • Allocations and Distributions The LLC's profits and losses shall be allocated to the Member. At the time determined by a majority of the Managers, the Managers may cause the LLC to distribute to the Member any cash held by it which is neither reasonably necessary for the operation of the LLC nor the performance of its contractual obligations, nor which is in violation of Sections 18-607 or 18-804 of the Act or any contractual agreement binding on the LLC.

  • Notification and Distribution of Materials The Company shall notify the Holders in writing of the effectiveness of the Resale Shelf Registration Statement as soon as practicable, and in any event within one (1) Business Day after the Resale Shelf Registration Statement becomes effective, and shall furnish to them, without charge, such number of copies of the Resale Shelf Registration Statement (including any amendments, supplements and exhibits), the Prospectus contained therein (including each preliminary prospectus and all related amendments and supplements) and any documents incorporated by reference in the Resale Shelf Registration Statement or such other documents as the Holders may reasonably request in order to facilitate the sale of the Registrable Securities in the manner described in the Resale Shelf Registration Statement.

  • Voting and Distributions (i) So long as no Event of Default shall have occurred and be continuing:

  • Sales and Distribution It is understood that as between the Parties, the Commercializing Party shall be solely responsible for handling all returns, order processing, invoicing and collection, distribution, and receivables for Licensed Products in the applicable territory and indication.

  • Underwriting and Distribution Section 5.1 Rule 144. INC covenants that it shall file all reports required to be filed by it under the Securities Act and the Exchange Act and shall take such further action as Shareholder may reasonably request, all to the extent required from time to time to enable Shareholder to sell its Registrable Securities without registration under the Securities Act within the limitation of the exemptions provided by Rule 144 under the Securities Act, or any similar provision thereto, but not Rule 144A.

  • LIQUIDATION AND DISTRIBUTION On or as soon after the Closing Date as is conveniently practicable: (a) the Acquired Fund will distribute in complete liquidation of the Acquired Fund, pro rata to its shareholders of record, determined as of the close of business on the Closing Date (the "Acquired Fund Shareholders"), all of the Acquiring Fund Shares received by the Acquired Fund pursuant to paragraph 1.1; and (b) the Acquired Fund will thereupon proceed to dissolve and terminate as set forth in paragraph 1.8 below. Such distribution will be accomplished by the transfer of Acquiring Fund Shares credited to the account of the Acquired Fund on the books of the Acquiring Fund to open accounts on the share records of the Acquiring Fund in the name of the Acquired Fund Shareholders, and representing the respective pro rata number of Acquiring Fund Shares due such shareholders. All issued and outstanding shares of the Acquired Fund (the "Acquired Fund Shares") will simultaneously be canceled on the books of the Acquired Fund. The Acquiring Fund shall not issue certificates representing Acquiring Fund Shares in connection with such transfer. After the Closing Date, the Acquired Fund shall not conduct any business except in connection with its termination.

  • Deemed Contribution and Distribution Notwithstanding any other provision of this Article 13, in the event that the Partnership is liquidated within the meaning of Regulations Section 1.704-1(b)(2)(ii)(g), but no Liquidating Event has occurred, the Partnership’s Property shall not be liquidated, the Partnership’s liabilities shall not be paid or discharged and the Partnership’s affairs shall not be wound up. Instead, for federal income tax purposes the Partnership shall be deemed to have contributed all of its assets and liabilities to a new partnership in exchange for an interest in the new partnership; and immediately thereafter, distributed Partnership Units to the Partners in the new partnership in accordance with their respective Capital Accounts in liquidation of the Partnership, and the new partnership is deemed to continue the business of the Partnership. Nothing in this Section 13.3 shall be deemed to have constituted a Transfer to an Assignee as a Substituted Limited Partner without compliance with the provisions of Section 11.4 or Section 13.3 hereof.

  • Profit Loss and Distributions 4.1 Distributions of Cash Flow and Allocations of Profit or Loss Other than Capital Transactions.

  • Liquidation and Distribution of Assets Upon the dissolution of the Company, the Member, or court-appointed trustee, if there is no remaining Member, shall take full account of the Company’s liabilities and assets, and such assets shall be liquidated as promptly as is consistent with obtaining the fair value thereof. During the period of liquidation, the business and affairs of the Company shall continue to be governed by the provisions of this Agreement, with the management of the Company continuing as provided in Section 5 hereof. The proceeds from liquidation of the Company’s property, to the extent sufficient therefore, shall be applied and distributed in the following order:

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