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Odyssey Sample Clauses

Odyssey upon prior written approval from Hallmark, shall have the right to enforce, at Odyssey's sole expense, its rights in the Licensed Marks granted hereunder against third parties that are or may be infringing the Licensed Marks so as to affect Odyssey's rights granted hereunder.
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Odyssey. (a) On the Closing Date, Purchaser and Sellers shall enter into the Odyssey Co-Development Agreement for the development and commercialization of the Odyssey Product. Pursuant to the Odyssey Co-Development Agreement, Sellers shall grant to Purchaser an exclusive license to the Odyssey Patents and Odyssey Know How for all pharmaceutical products containing the Odyssey Ingredient as the sole active ingredient. The Odyssey Co-Development Agreement shall further provide that Purchaser shall pay for all costs and expenses relating to the development and commercialization of the Odyssey Product, including costs arising from the defense and prosecution of the Odyssey Patent application filed on May 26, 2004 and Odyssey Know How, in each case solely as it relates to products containing the Odyssey Ingredient. (b) Each party shall retain fifty percent (50%) of any cash proceeds from the development and commercial exploitation of the Odyssey Product (net of Purchaser's and Sellers' aggregate costs and expenses incurred in connection with the development and commercial exploitation of the Odyssey Product) (the "Net Cash Proceeds"). (c) If Purchaser and Sellers mutually agree to sell the rights to the Odyssey Product, then each party shall retain fifty percent (50%) of the sale proceeds (net of Purchaser's and Sellers' aggregate costs and expenses incurred in connection with the development and commercial exploitation of the Odyssey Product) (the "Net Sale Proceeds"). To the extent there is any deferred consideration in such sale, including, but not limited to, milestone payments and royalties, each party shall retain fifty percent (50%) of any such deferred compensation. (d) Notwithstanding the foregoing, in the event that Purchaser has not enrolled at least one (1) subject in a PK Study on or prior to the later of six (6) months (i) from the Closing Date, or (ii) after the date upon which delivery of the Odyssey Product formulation and clinical supply thereof is made by Sellers to Purchaser, then thereafter Purchaser shall only retain twenty-five percent (25%), rather than fifty percent (50%), of any of the Net Sale Proceeds, deferred compensation and Net Cash Proceeds referred to in Section 3.5(b) and Section 3.5(c); provided, however, that in the event that Purchaser has enrolled at least one (1) subject in a PK Study on or prior to the later of twelve (12) months (x) from the Closing Date or (y) after the date upon which delivery of the Odyssey Product formulatio...
Sample 1
Odyssey and HEI will pay license fees or production financing equal to the agreed upon production costs for the Signature Series, up to a cap of $10,000,000 per year. The license fees or production financing will be paid in accordance with a payment schedule to be mutually agreed upon.
Sample 1
Odyssey. (1) assumes the obligation to pay wages to the Staff without regard to payment by the Client; and (2) assumes responsibility for the payment of payroll taxes and collection of taxes from payroll on Staff assigned to Client. Nothing in this or any other provision of this Agreement relieves Client of its obligations to pay Odyssey in full and on time. Client’s failure to pay Odyssey shall be a breach of the Agreement and entitle Odyssey to terminate the Agreement immediately. Notwithstanding any other provision of this Agreement, Odyssey has not contracted to fund compensation other than amounts specifically reported by Client to Odyssey. Client is solely responsible for any wages or compensation, including overtime, vacation pay, holiday pay, sick leave pay, parental or family leave pay, severance pay, bonuses, commissions stock option grants, deferred compensation or other amounts that were not timely and accurately reported to Odyssey each pay period. If Client has been in business one year or more, Client warrants and represents that all of the following are true: (a) at least 75% of the persons who will become Staff were previously employees of Client (or in a shared employment relationship with Client and a licensed staff leasing firm) for a period of at least three months immediately prior to the effective date of this Agreement; (b) none of the Staff were previously employees of a company that provides taxable services to Client; and (c) a shared employment relationship exists between Client and Odyssey as to the Staff.
Sample 1
Odyssey. A. District Odyssey Coordinator $4,000 B. School Odyssey Coordinator $600 Each C. Odyssey Overnight Chaperones $125 Per Night
Sample 1

Related to Odyssey

  • Cornerstone shall use its best efforts to register or qualify such shares under such other securities or "blue sky" laws of such jurisdictions as the LLC reasonably requests and do any and all other acts and things which may be reasonably necessary or advisable to enable the LLC to consummate the disposition in such jurisdictions of the Registered Shares (provided that Cornerstone shall not be required to (i) qualify generally to do business in any jurisdiction in which it would not otherwise be required to qualify but for this Section 6.9, (ii) subject itself to taxation in any such jurisdiction, or (iii) consent to general service of process in any such jurisdiction).

  • Executive Management The Contractor agrees to have an executive management function with clear authority over all the administrative functions noted herein.

  • Clinical Management for Behavioral Health Services (CMBHS) System 1. request access to CMBHS via the CMBHS Helpline at (000) 000-0000. 2. use the CMBHS time frames specified by System Agency. 3. use System Agency-specified functionality of the CMBHS in its entirety. 4. submit all bills and reports to System Agency through the CMBHS, unless otherwise instructed.

  • Medical Care The Parents must comply with the School Medical Officer's recommendations which may include a reasonable decision to release the Pupil home or to her education guardian when she is unwell.

  • TEACHERS AND RESEARCHERS 1. An individual who is a resident of a Contracting State immediately before making a visit to the other Contracting State, and who, at the invitation of any university, college, school or other similar educational institution, visits that other State for a period not exceeding two years solely for the purpose of teaching or research or both at such educational institution shall be exempt from tax in that other State on any remuneration for such teaching or research. 2. This Article shall not apply to income from research if such research is undertaken primarily for the private benefit of a specific person or persons.

  • Wellness i. To support the statewide goal for a healthy and productive workforce, employees are encouraged to participate in a Well-Being Assessment survey. Employees will be granted work time and may use a state computer to complete the survey. ii. The Coalition of Unions agrees to partner with the Employer to educate their members on the wellness program and encourage participation. Eligible, enrolled subscribers who register for the Smart Health Program and complete the Well-Being Assessment will be eligible to receive a twenty-five dollar ($25) gift certificate. In addition, eligible, enrolled subscribers shall have the option to earn an annual one hundred twenty-five dollars ($125.00) or more wellness incentive in the form of reduction in deductible or deposit into the Health Savings Account upon successful completion of required Smart Health Program activities. During the term of this Agreement, the Steering Committee created by Executive Order 13-06 shall make recommendations to the PEBB regarding changes to the wellness incentive or the elements of the Smart Health Program.

  • Generelt Apple-softwaren kan give adgang til Apples iTunes Store, App Store, iCloud, Kort og andre tjenester og websteder fra Apple og tredjeparter (under et kaldet “tjenester”). Denne tjeneste findes evt. ikke på alle sprog eller i alle lande. Brug af disse tjenester kræver internetadgang, og brug af visse tjenester kræver evt. et Apple-id, accept af yderligere betingelser og betaling af ekstra gebyrer. Ved at bruge denne software i forbindelse med en iTunes Store-konto, et Apple-id eller en anden Apple-tjeneste erklærer licenstager sig indforstået med de relevante betingelser for brug af den pågældende tjeneste, f.eks. de nyeste vilkår og betingelser for Apples medietjenster, der kan ses på xxxxx://xxx.xxxxx.xxx/ legal/internet-services/itunes/.

  • Pharmacy Services The Contractor shall establish a network of pharmacies. The Contractor or its PBM must provide at least two (2) pharmacy providers within thirty (30) miles or thirty (30) minutes from a member’s residence in each county, as well as at least two (2) durable medical equipment providers in each county or contiguous county.

  • General Management In the discharge of its general duty to manage the successful performance of the Services, Vendor shall: 3.2.1.1. within thirty (30) calendar days of the Effective Date, identify to Citizens the primary and secondary management contacts responsible for the oversight and management of Services for Citizens; 3.2.1.2. ensure Vendor Staff tasked with management and oversight of the Services are available promptly to perform Services during Business Hours; 3.2.1.3. ensure each assigned Adjuster submits a time record directly to Vendor’s manager or point of contact. At any time during this Agreement, Citizens may require copies of time records from Vendor; 3.2.1.4. ensure that no Vendor Staff carries a weapon on their person while performing Services; 3.2.1.5. ensure that no Vendor Staff uses impairing drugs, chemicals, or alcohol while performing Services; 3.2.1.6. ensure that Vendor Staff avoid using their duties and obligations under this Agreement to engage in any conduct that could create either an actual or perceived conflict of interest, such as due to an ongoing business relationship with an entity other than Citizens that would enable Vendor Staff to receive an improper benefit or unfair competitive advantage; 3.2.1.7. ensure that the Services comply with the Best Claims Practices & Estimating Guidelines as applicable to each Service Category and any other policies or processes set forth by Citizens, including but not limited to: a. monitoring applicable file production on a weekly basis to determine compliance with Citizens’ production requirements; and, b. providing detailed reports to Citizens related to Vendor performance upon request.

  • Health Plan An appropriately licensed entity that has entered into a contract with Subcontractor, either directly or indirectly, under which Subcontractor provides certain administrative services for Health Plan pursuant to the State Contract. For purposes of this Appendix, Health Plan refers to UnitedHealthcare Insurance Company.

Most Referenced Clauses

Most Referenced Definitions