Rights and Duties on Termination. Upon termination of this Agreement for any reason, each Party shall cease all use of the other Parties’ Confidential Information, and the Service Recipients shall pay the Service Provider all accrued and unpaid fees for Services performed through the date of termination.
Rights and Duties on Termination. Upon termination of this Agreement:
(a) Licensor shall have the right to retain any sums already paid by Licensee under this Agreement, and Licensee shall pay all sums accrued that are then due under this Agreement; and
(b) Licensee shall discontinue all use of the Licensed Intellectual Property and shall have no further right, title, or interest in the Licensed Intellectual Property.
Rights and Duties on Termination. Upon the termination for any reason of the license and other rights herein granted, Videocon agrees immediately to, and to cause all permitted Sublicensees to: (a) cease and desist from any and all activities requiring use of the rights granted hereunder, including without limitation the manufacture, use, sale or offer for sale of Products, provided, however, that Videocon may sell in the ordinary course of business Products completely manufactured as of the effective date of termination, subject to all applicable terms and conditions of this Agreement; (b) destroy or return to CopyTele all papers, documents, notebooks, charts, computer programs, computer files, records and all other stored information in any form incorporating any portion of the Confidential Information; (c) direct any and all employees of Videocon and/or employees of Sublicensee who have or have had access to any portion of the Confidential Information not to make any further use or disclosure of any portion of the Confidential Information for any purpose; and (d) submit a certificate confirming having complied with (a), (b) and (c) above.
Rights and Duties on Termination. Should the Agreement terminate pursuant to this Article 5, Manager will:
a. provide the Owner with copies of any additional Enhancements not yet deposited into escrow;
b. forthwith give the Security Agent under the Security Agent Agreement notice to release all deposited source code and other materials to Owner and refrain from objecting to the release of the source code and other materials by the Security Agent;
Rights and Duties on Termination. (a) Upon any termination of this Agreement, and irrespective of the reason for termination, Hawthorne shall have the right to (i) sell any Product inventory (which shall be owned by Hawthorne until sold to third parties or Product Owner) to Product Owner at Hawthorne's cost, and if Hawthorne exercises such option as to some or all of the inventory of Product, the Product Owner shall pay for the Product contemporaneously with the delivery thereof, with title to pass at the time of shipment from Hawthorne's warehouse, and with the Product Owner to pay all freight and insurance in connection with the shipment, and (ii) to sell any unsold Product Inventory, through any marketing channels Hawthorne is permitted to utilize under this Agreement, for a period of 24 months after such termination.
(b) Upon any termination of this Agreement by Product Owner for any reason other than a material default hereunder by Hawthorne or a termination as a result of Hawthorne not selling the number of Product Units necessary to extend the term of this Agreement, as, for example, a termination on account of a breach of this Agreement by Product Owner, the Product Owner recognizes that Hawthorne may not have had the opportunity to earn the discount that it is providing by virtue of being paid only an amount approximating Hawthorne's cost in connection with the production of the Commercial, and by virtue of Hawthorne not being paid for certain other services hereunder as, for example, services in establishing agreements and procedures with Telemarketers, Product Suppliers, Merchant Accounts, and the like. Accordingly, the damages to Hawthorne as the result of any such termination shall include, but not limited to, the cost that Hawthorne would have been paid for the Commercial, but for the discount herein, and the fair value of any other services paid for by Hawthorne and not compensated for hereunder.
Rights and Duties on Termination. Following Sections shall apply to the case of termination of this Agreement pursuant to Sections 20.2 and 20.3 due to VIVUS' breach or insolvency or to the case of termination of this Agreement with respect to a particular PRODUCT pursuant to Section 20.4 (except, the following Sections shall only apply, as applicable, with respect to such particular PRODUCT and not with respect to any other PRODUCT):
(a) VIVUS agrees to transfer to TANABE, free of charge, its ownership of the TRADEMARK as VIVUS used for the PRODUCT, and VIVUS shall immediately stop using such TRADEMARK. Thereafter, VIVUS shall not use any trademark which is similar to or confusing with the TRADEMARK.
(b) VIVUS shall, upon TANABE's request, if applicable, provide to TANABE or its nominee, free of charge, all the DRUG APPROVAL APPLICATION and REGULATORY APPROVAL for the PRODUCTS (in the event VIVUS has not applied for DRUG APPROVAL APPLICATION or REGULATORY APPROVAL for a particular PRODUCT in a particular country, VIVUS shall provide to TANABE all the INFORMATION VIVUS reasonably would have included in such application or approval). TANABE shall only use the VIVUS INFORMATION contained with such DRUG APPROVAL APPLICATION or REGULATORY APPROVAL for applying for and obtaining regulatory approval for the PRODUCTS, and not for any other use.
(c) TANABE or its nominee(s) shall have the optional rights to take over all or any part of the remaining stocks of the BULK DRUG SUBSTANCE and the PRODUCT in the warehouses and factories of VIVUS at such prices as may be agreed between the Parties. VIVUS shall not thereafter market or manufacture any PRODUCT covered by this Agreement. In case TANABE or its nominee(s) do not exercise the optional rights to take over the stocks of the BULK DRUG SUBSTANCE and the PRODUCT pursuant to this Section 21.2(c), VIVUS shall have the right to sell the residual salable or usable stocks of the PRODUCT for the term of six (6) months after the termination of this Agreement, provided that the payment defined in this Agreement for such remaining stocks shall be made accordingly.
Rights and Duties on Termination. On termination of this Agreement:
a. SalesCo shall have no further right to purchase Accounts Receivables or sell Products, but SalesCo shall own all Receivables created prior to such termination and all Receivables Property in respect thereof;
b. Manufacturer shall have the right to retain any sums already paid by SalesCo under this Agreement, and SalesCo shall pay all sums accrued that are then due under this Agreement; and
c. SalesCo shall discontinue all use of any trademark and shall have no further right, title, or interest in any trademark.
Rights and Duties on Termination. Should the Agreement terminate with respect to any Joint Venturer and his respective Territory pursuant to this Article 5, Manager will:
a. provide each Joint Venturer with respect to whom this Agreement has terminated with copies of any additional Enhancements not yet delivered to Agent in the Province of Alberta or deposited into escrow;
b. forthwith give the Security Agent under the Security Agent Agreement notice to release all deposited source code and other materials to Agent in the Province of Alberta to hold in trust for the Joint Venturer with respect to whom this Agreement has terminated and refrain from objecting to the release of the source code and other materials by the Security Agent;
Rights and Duties on Termination. On termination of this Agreement.
a. if the termination is based on other than a material breach by Datascope, Datascope shall have the right to continue to purchase SpO(sub 2) Sensors and Accessories for a period not to exceed five (5) years after termination, and distribute Licensed Devices for a period not to exceed one (1) year from termination;
b. Datascope shall pay all sums to Masimo that are then due under this Agreement and continue to pay any sums (e.g., all royalties and transfer pricing) due as a result of continued sales under subparagraph a. above;
c. Datascope shall, subject to the terms of subparagraph a above, discontinue all use of the Licensed Trademark and shall have no further right to use any Licensed Trademark;
d. Datascope and Masimo shall both fulfill all of their outstanding obligations with regard to confirmed purchase orders;
e. Datascope shall retain sufficient information about the Masimo Technology and its Customers' purchases of SpO(sub 2) Sensors and Accessories and Licensed Devices to ensure that Datascope or Masimo is able to provide said Customers with continuous service;
f. All rights and duties on termination are in addition to all other remedies available to the Parties; and
g. the provisions of Sections 4.7, 6, 7, 8, 9, 11 and 12 shall survive termination of this Agreement, for acts arising prior to the termination.
Rights and Duties on Termination. Should the Agreement terminate pursuant to this Article 5, Manager will:
a. provide the Owner with copies of any additional Enhancements not yet delivered to Owner;
