Rights Upon Expiration or Termination. With respect to all Third Party Materials licenses, Equipment Leases, and Third Party Contracts for which Service Provider is financially responsible under Exhibit 2 or Attachment 4-B, Service Provider shall: (i) obtain for DIR, Customers, and their designee(s) the license, sublicense, assignment, and other rights specified in Section 4.6(b) and 14.6; (ii) ensure that the granting of such license, sublicense, assignment and other rights is not subject to subsequent third party approval or the payment by DIR, the Customers, or their designee(s) of license, assignment or transfer fees; (iii) ensure that the terms, conditions and prices applicable to DIR, the Customers, and their designee(s) are no less favorable than those otherwise applicable to Service Provider, and at least sufficient for the continuation of the activities comprising the services of the nature of the Services; and (iv) ensure that neither any Assistance Event nor the assignment of the license, lease, or contract shall trigger less favorable terms, conditions or pricing. If Service Provider is unable to obtain any such rights and assurances with respect to Third Party Materials licenses, Equipment leases, and Third Party Contracts entered into by Service Provider and a Third Party, it shall notify DIR in advance and shall not use such Third Party Materials license, Equipment Lease, or Third Party Contract without DIR's approval (and absent such approval, Service Provider's use of any such Third Party Materials license, Equipment Lease or Third Party Contract shall obligate Service Provider to obtain or arrange upon the effective date of any Assistance Event or the completion of the relevant Termination Assistance Services, and at no additional cost to DIR, such license, sublicense, assignment and other rights for DIR, the Customers, and their designee(s)). If DIR consents to Service Provider's use of specific Third Party Materials licenses, Equipment Leases or Third Party Contracts under these circumstances, such consent shall be deemed to be conditioned on Service Provider's commitment to use commercially reasonable efforts to cause such third party to agree upon the effective date of any Assistance Event or the completion of the relevant Termination Assistance Services to permit DIR, the Customers, and their designee(s) to assume prospectively the license, lease or contract in question or to enter into a new license, lease or contract with DIR, the Customers, and their designee(s) on sub...
Rights Upon Expiration or Termination. (a) In the event of expiration of this Agreement or termination of the Agreement for any reason whatsoever, neither Party shall be relieved from any obligations accrued prior to the date of such expiration or termination, and the rights and obligations of the Parties under Sections 2.3, 3.3, 3.4, 3.5, 3.6, 3.7, 4, 5.2, 5.3, 6, 7.3, 8, and 9 shall survive any expiration or termination of this Agreement.
(b) Upon the expiration of this Agreement at its regularly scheduled expiration date, neither Party shall have any further rights or obligations with respect to this Agreement, other than Conatus shall make any and all final reports and payments for the final quarter period.
(c) Upon any termination of this Agreement, the rights granted under Section 2 hereof shall terminate. Except as otherwise provided in Section 7.3(d) with respect to work-in-progress, upon such termination Conatus shall discontinue, and shall cause its Affiliates to discontinue, the development, use, marketing and sale of Licensed Products. Upon any such termination, Conatus shall promptly return all materials, samples, documents, information and any other matters which embody or disclose the Patent Rights or Technical Information; provided, however, Conatus shall not be obligated to provide Idun with proprietary information which Conatus can show that it independently acquired or developed. In the event this Agreement is terminated, Conatus shall assign, and hereby assigns, and transfer to Idun all rights under sublicenses granted by Conatus hereunder. In no event will any such sublicensee be responsible for any obligations of Conatus to Idun that arose prior to the termination of this Agreement unless otherwise agreed pursuant to the provisions of the applicable sublicense.
(d) Upon any termination of this Agreement, Conatus shall be entitled to finish any work-in-progress and to sell any completed inventory of Licensed Products covered by this terminated Agreement which remain on hand as of the date of termination, so long as Conatus pays directly to University the royalties applicable to said subsequent sales in accordance with the same terms and conditions as set forth in Section 3; provided, however, no such sales may be made after six (6) months from the date of termination.
Rights Upon Expiration or Termination. Any amounts which have accrued prior to termination or expiration shall become immediately due and payable. Any Product acquired by COMPANY pursuant to this Agreement as of the termination of this Agreement may be distributed in accordance with the terms of this Agreement until fully liquidated. All orders received from COMPANY but not shipped by MS prior to the effective date of any expiration or termination, at MS' option, may be shipped or canceled. COMPANY shall make a final report to MS within ninety (90) days of termination of this Agreement.
Rights Upon Expiration or Termination. Upon the expiration or termination of this Agreement for any reason
a) Representative shall be paid (i) all Commissions earned in accordance with Section 4 hereof, but not yet paid in accordance with Section 5 hereof; and (ii) any Future Commissions (as defined below) owed pursuant to Forecasted Opportunities. “Forecasted Opportunities” shall mean all Projects where (i) during the one-year period preceding the date of termination or expiration of this Agreement, the Representative had active and direct contact with such customer regarding such Project, as can be evidenced in writing; and (ii) the Company has begun work on such Project during the eighteen-month period immediately following the date of termination or expiration of this Agreement. Commissions on Forecasted Opportunities (the “Future Commissions”) shall be paid in accordance with Section 5 hereof, except that Future Commissions shall only be paid through the third anniversary of the date of termination or expiration of this Agreement.
Rights Upon Expiration or Termination. In addition to any other rights arising upon or surviving the expiration or termination of this Service Plan Schedule and/or of the MBSA, beyond any such expiration or termination, the Customer shall bear sole and complete responsibility for any costs, financial savings or losses associated with any Commitment Holding Accounts under the Customer’s ownership.
Rights Upon Expiration or Termination. In addition to any other rights arising upon or surviving the expiration or termination of this Service Plan Schedule and/or the main body of the CPA, beyond any such expiration or termination, the Customer shall bear sole and complete responsibility for any costs, financial savings or losses associated with any Commitment Holding Accounts under the Customer’s ownership.
Rights Upon Expiration or Termination. In addition to those obligations upon expiration or termination of this Agreement contained elsewhere herein, at Lowe’s option, all Purchase Orders outstanding as of the date of termination of this Agreement shall be fulfilled in accordance with the terms of this Agreement and the Vendor Requirements.
Rights Upon Expiration or Termination. Upon expiration of this Agreement or upon termination of this Agreement, the County may, in its sole discretion, do any of the following:
1. Negotiate a new agreement with Lessee;
2. Take title to all structures located on the Leased Premises; or
3. Order and require Lessee to remove all structures located on the Lease Premises and restore the site to its original condition within (60) days.
Rights Upon Expiration or Termination. Upon expiration or termination of this Services Agreement for any reason, CSG shall pay FDT for all amounts payable to FDT pursuant to the terms of this Services Agreement including all reimbursable expenses incurred by FDT through the effective date of such expiration or termination. The provisions of Section 3, Section 4, Section 5, Section 6, Section 7, Section 8, Section 9, Section 10, and Sections 11.5, 11.8, 12.1, 12.5, 12.8, 12.12, 12.13, 12.14, 12.15 and 12.16 shall survive the expiration or termination of this Services Agreement for any reason. In addition, the expiration or termination of this Services Agreement shall not affect the validity of the License Agreements, which shall continue in full force and effect in accordance with their terms.
Rights Upon Expiration or Termination. Upon the expiration or termination of this Lease for any cause outlined in Section 22, the City's rights in the Leased Premises shall cease, and the City shall immediately surrender the Leased Premises, subject to the provisions of Section 24.
