RPRP Obligations Sample Clauses

RPRP Obligations. RPRP shall be solely responsible for the payment of any royalties, license fees and milestone or other payments due to third parties under licenses or similar agreements necessary to allow the manufacture, use or sale of any Collaboration Product worldwide, except as set forth in 9.3 below and except for royalties due as a result of sales of Collaboration Products in the Co-Exclusive Territory or the Undesignated Territory by Introgen, its Affiliates or Sublicensees (other than RPRP). RPRP's responsibilities hereunder shall include the reimbursement of Introgen for royalties owed by Introgen on sales of Collaboration Products pursuant to that certain Patent and Technology License Agreement executed as of April 21, 1994, between Introgen and the Board of Regents of the University of Texas System (the "UT Agreement"). It is understood that Introgen intends to have in effect a subsequent Patent and Technology License Agreement with the University of Texas, dated as of July 20, 1994 (the "Restated UT Agreement"), which will supersede the existing UT Agreement, and that when the Restated UT Agreement becomes effective, the reference in the preceding sentence to the Patent and Technology Agreement shall mean the Restated UT Agreement. In the event that Introgen enters into any other license or agreement during the term of this Agreement for which royalties, license fees or milestone or other payments would be due with respect to a Collaboration Product, RPRP shall not be obligated to pay any amounts due with respect to such license or agreement unless RPRP approves such agreement or license and agrees to pay the same to the extent such relates to the commercialization of Collaboration Products by RPRP, its Affiliates and permitted Sublicensees. If RPRP does not so approve any such license or agreement
Sample 1
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Related to RPRP Obligations

  • Swap Obligations Neither the Company nor any of its Subsidiaries has incurred any outstanding obligations under any Swap Contracts, other than Permitted Swap Obligations. The Company has undertaken its own independent assessment of its consolidated assets, liabilities and commitments and has considered appropriate means of mitigating and managing risks associated with such matters and has not relied on any swap counterparty or any Affiliate of any swap counterparty in determining whether to enter into any Swap Contract.

  • Excluded Swap Obligations (a) Notwithstanding any provision of this Agreement or any other Loan Document, no Guarantee by any Loan Party under any Loan Document shall include a Guarantee of any Excluded Swap Obligation and no Collateral provided by any Loan Party shall secure any Excluded Swap Obligation. In the event that any payment is made by, or any collection is realized from, any Loan Party for which there are Excluded Swap Obligations, or from any Collateral provided by such Loan Party, the proceeds thereof shall be applied to pay the Obligations of such Loan Party on a ratable basis determined without giving effect to such Excluded Swap Obligations and each reference in this Agreement or any other Loan Document to the ratable application of such amounts as among the Obligations or any specified portion of the Obligations that would otherwise include such Excluded Swap Obligations shall be deemed so to provide.

  • Surety Obligations No Borrower or Subsidiary is obligated as surety or indemnitor under any bond or other contract that assures payment or performance of any obligation of any Person, except as permitted hereunder.

  • Valid Obligations The execution, delivery and performance of the Loan Documents have been duly authorized by all necessary corporate action and each represents a legal, valid and binding obligation of Borrower and is fully enforceable according to its terms, except as limited by laws relating to the enforcement of creditors' rights.

  • Guaranty Obligations Unless otherwise specified, the amount of any Guaranty Obligation shall be the lesser of the principal amount of the obligations guaranteed and still outstanding and the maximum amount for which the guaranteeing Person may be liable pursuant to the terms of the instrument embodying such Guaranty Obligation.

  • Partnership Obligations (a) Except as provided in this Section 6.05 and elsewhere in this Agreement (including the provisions of Articles V and VI hereof regarding distributions, payments and allocations to which it may be entitled), the General Partner shall not be compensated for its services as general partner of the Partnership.

  • Unfunded Obligations The grant of the Performance Share Units and any provision for distribution in settlement of Employee’s Account hereunder shall be by means of bookkeeping entries on the books of the Company and shall not create in Employee any right to, or claim against any, specific assets of the Company, nor result in the creation of any trust or escrow account for Employee. With respect to Employee’s entitlement to any distribution hereunder, Employee shall be a general creditor of the Company.

  • Excluded Obligations Notwithstanding anything to the contrary expressed or implied in the Finance Documents, the Security Agent shall not:

  • ERISA Obligations All Employee Plans of the Borrower meet the minimum funding standards of Section 302 of ERISA and 412 of the Internal Revenue Code where applicable, and each such Employee Plan that is intended to be qualified within the meaning of Section 401 of the Internal Revenue Code of 1986 is qualified. No withdrawal liability has been incurred under any such Employee Plans and no “Reportable Event” or “Prohibited Transaction” (as such terms are defined in ERISA), has occurred with respect to any such Employee Plans, unless approved by the appropriate governmental agencies. The Borrower has promptly paid and discharged all obligations and liabilities arising under the Employee Retirement Income Security Act of 1974 (“ERISA”) of a character which if unpaid or unperformed might result in the imposition of a Lien against any of its properties or assets.

  • Joint Obligations The following shall apply with equal force to Seller and Buyer:

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