Other Agreement Provisions. The agreements evidencing Awards authorized under the Plan shall contain such other provisions, including, without limitation, restrictions upon the exercise of such Awards, as the Committee shall deem advisable. Any Award Agreement hereunder shall contain such limitations and restrictions upon the exercise of ISOs as shall be necessary in order that such ISOs will be “incentive stock options” as defined in section 422 of the Code, or to conform to any change in the law, which provisions shall control any inconsistent or contradictory provision of the Plan.
Other Agreement Provisions. (a) BSP’s royalty obligations set forth in Section 6.4.3 of this Agreement derive from the Michigan Agreement and/or the MorphoSys Agreement.
(b) The University of Michigan and OncoMed have certain rights to prosecute, maintain and enforce certain Patents pursuant to the Michigan Agreement and/or MorphoSys Agreement, which rights are set forth in Sections 8.2.3 and 8.4.2(c) of this Agreement.
(c) BSP has certain obligations to indemnify the University of Michigan as required under Section 8.3 of the Michigan Agreement, and such obligations are set forth in Section 10.1 of this Agreement.
(d) The insurance-related representations and warranties it makes to OncoMed under Section 10.4.1 of this Agreement are required under Section 8.3 of the Michigan Agreement.
(e) In addition to the provisions of the Existing Agreements described in this Exhibit 5.5 above, other provisions of the Existing Agreements may become relevant, depending on the Parties’ research and development plans and activities, and this Agreement shall be subject to such other provisions.
(f) OncoMed’s confidentiality obligations under the Existing Agreements.
(g) Under Section 6.3 of the MorphoSys Agreement, OncoMed must pay a royalty on Net Sales (as defined in the MorphoSys Agreement) of Licensed Products (as defined in the MorphoSys Agreement), on a country-by-country basis as from the date of the First Commercial Sale (as defined in the MorphoSys Agreement) in each such country, and until the later of (i) [***] after such First Commercial Sale of such Licensed Product in such country; and (ii) the expiration of the last Valid Claim (as defined in the MorphoSys Agreement) that covers the manufacture, sale, import or use of such Licensed Product as follows: (i) [***] on worldwide Net Sales in a Calendar Year of up to [***] Euros and (ii) [***] on worldwide Net Sales in a Calendar Year over [***] Euros; provided, however, in no case shall the obligation to pay a royalty exceed [***] from the first sale of such Licensed Product in the Territory.
(h) Under Sections 4.2 and 4.3 of the Michigan License, OncoMed shall pay Michigan royalties equal to [***] of Net Sales of Products (as defined in the Michigan License) for the term of the Michigan License, which continues until the last to expire Licensed Patent (as defined in the Michigan License). The term of the Michigan License expires upon expiration of the last to expire of Licensed Patents. At any time after the University of Michigan has rece...
Other Agreement Provisions. A. Subscriber may use the information obtained through MIDEX-ProWatch only for non-commercial purposes. Subscriber may not use or order the MIDEX-ProWatch service for any other person/entity. Further, if Subscriber is a business entity, and without limiting the foregoing, information received through the MIDEX-ProWatch service may not be used for the purpose of screening prospective employees, contractors, borrowers or insureds or for any purpose other than as specifically contemplated by this Agreement. That is, it is expressly prohibited to use any information from MIDEX-ProWatch as a factor in establishing an individual's eligibility for (i) credit or insurance to be used primarily for personal, family, or household purposes; (ii) employment; or (iii) licensing. Subscriber shall not use any MIDEX information to engage in any unfair or deceptive practices. It is agreed that the Subscriber will not use information from MIDEX in such a way as to bring such use within the provisions of the federal Fair Credit Reporting Act ("FCRA") and its various state counterparts.
B. Upon submission of this Agreement, Subscriber shall pay MARI according to the fee schedule attached hereto as Exhibit A and incorporated herein by reference, which shall entitle Subscriber to receive the MIDEX-ProWatch service for the twelve (12) month period beginning on the day that MARI executes this Agreement (“Effective Date”). Subscriber agrees that the MIDEX-ProWatch service is an ongoing subscription service and Subscriber authorizes MARI to xxxx its/his/her credit card at the end of each twelve (12) month period, or to invoice Subscriber, at the then current rate unless Subscriber requests that MARI cancel its ongoing subscription.
C. Subscriber acknowledges that MIDEX-Complete is proprietary to MARI and contains: (i) compiled information using MARI's arrangement, coordination and expression of such information or pre-existing material it has gathered or assembled;
Other Agreement Provisions. In General.--Each rental-purchase agreement shall-- ``
Other Agreement Provisions. The parties agree that ownership of all data, papers, reports, forms, or other material collected or produced by the SUBRECIPIENT, under this contract, (the "work product”) shall belong to the SUBRECIPIENT. Upon a request made by the Northwest Regional Planning Commission or State of Vermont, the SUBRECIPIENT shall provide, free of cost, copies of all such work product no later than 30 days from the date of the request. The Northwest Regional Planning Commission and State of Vermont shall have a nonexclusive, nontransferable, irrevocable, royalty free paid-up license to use or have used the work product for or on behalf of the Northwest Regional Planning Commission or State of Vermont during the pendency of the agreement and thereafter.
Other Agreement Provisions. Subject to the provisions of subclause 2.4.2(a) and 2.4.2(b) above, all other provisions of the Agreement applicable to full time permanent employees shall apply equally to part time employees.
Other Agreement Provisions. Attachment D is made a part of this Agreement for the purpose of adding agreement-specific provisions not included in the Standard Finance and Maintenance Agreement, or for incorporating revisions to the Standard Finance and Maintenance Agreement and/or other included Attachments. Provision 6. State/Municipal Cooperation. Is hereby deleted and replaced with the following: The Project will be constructed pursuant to a contract under the supervision of the STATE or its duly authorized representative. The STATE and MUNICIPALITY will cooperate to advance the Project. The STATE will submit design plans and cost estimates to the MUNICIPALITY as the Project reaches the stage of Conceptual Plans. The Project will not advance to the next step until the MUNICIPALITY has given its written approval to the Conceptual Plans, which will not be unreasonably withheld.
Other Agreement Provisions. The terms and provisions of the Agreement shall remain in full force and effect except as specifically modified by this Amendment.
Other Agreement Provisions. Attachment D is made a part of this Agreement for the purpose of adding agreement-specific provisions not included in the Standard Finance and Maintenance Agreement, or for incorporating revisions to the Standard Finance and Maintenance Agreement and/or other included Attachments.
Other Agreement Provisions. 1. Failure to comply with provisions of this Agreement within fourteen (14) days after written notice of such failure to comply shall be considered a material default and breach of this Agreement.
