Sales for Other Purposes Sample Clauses

Sales for Other Purposes. The Device is intended to be developed based in part on an existing injection pen platform previously developed by Lilly. Lilly shall be free to continue to use current versions of the Lilly injection pen platform for any purpose, including, without limitation, the delivery of various drugs, and to develop new injection pens that are derived from or incorporate functionality, features, component parts or other aspects of the existing Lilly injection pen platform and/or the Device. If any future injection pen of Lilly incorporates any material functionality, feature, component part or other aspect of the Device that was developed as part of the joint Device Development activities contemplated by this Agreement, then Lilly shall (i) ensure that the future injection pen is reasonably distinguishable in appearance (e.g., shape, color, lettering font, or labeling, etc.) from the Device, and (ii) ensure that manufacture of the future injection pen will not detract from the ability of Lilly, or any material supplier of Lilly, to produce the Device or components thereof. In consideration of Amylin’s agreement to permit development of future injection pens incorporating functionality, features, component parts or other aspects of the Device, Lilly agrees to bear […***…] of the Device design costs to be paid to […***…]. In addition, in the event Xxxxx xxxxx to a Third Party for delivery of any drug not marketed or promoted by Lilly, any future injection pen of Lilly incorporating any material functionality, feature, component part or other aspect of the Device, and such material functionality, features, component parts or other aspects of the Device was developed as part of the joint Device Development activities contemplated by this Agreement, Lilly shall pay to Amylin a royalty equal to […***…] of net sales by Lilly of such injection pen, up to a maximum amount equal to the Device Development Costs paid by Amylin, increased by an amount equal to interest at the rate of […***…] compounded annually.
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Related to Sales for Other Purposes

  • Services for Others Nothing in this Agreement shall prevent Countrywide or any affiliated person (as defined in the 0000 Xxx) of Countrywide from providing services for any other person, firm or corporation (including other investment companies); provided, however, that Countrywide expressly represents that it will undertake no activities which, in its judgment, will adversely affect the performance of its obligations to the Trust under this Agreement.

  • Services to Other Clients; Certain Affiliated Activities (a) The relationship between the Asset Manager and the Series is as described in this Agreement and nothing in this Agreement, none of the services to be provided pursuant to this Agreement, nor any other matter, shall oblige the Asset Manager to accept responsibilities that are more extensive than those set forth in this Agreement. (b) The Asset Manager’s services to the Series are not exclusive. The Asset Manager may engage in other activities on behalf of itself, any other Managing Party and other clients (which, for the avoidance of doubt, may include other series of the Company). The Series acknowledges and agrees that the Asset Manager may, without prior notice to the Series, give advice to such other clients. The Asset Manager shall not be liable to account to the Series for any profits, commission or remuneration made or received in respect of transactions effected pursuant to the Asset Manager’s advice to another client and nor will the Asset Manager’s fees be abated as a result.

  • Indemnity for Underlying Sales and Supplemental Agreements Vendor shall be solely responsible for any customer claims or any disputes arising out of TIPS Sales or any Supplemental Agreement as if sold in the open-market. The Parties agree that TIPS shall not be liable for any claims arising out of Vendor’s TIPS Sales or Supplemental Agreements, including but not limited to: allegations of product defect or insufficiency, allegations of service defect or insufficiency, allegations regarding delivery defect or insufficiency, allegations of fraud or misrepresentation, allegations regarding pricing or amounts owed for TIPS sales, and/or allegations regarding payment, over-payment, under-payment, or non-payment for TIPS Sales. Payment/Drafting, overpayment/over-drafting, under- payment/under-drafting, or non-payment for TIPS Sales between customer and Vendor and inspections, rejections, or acceptance of such purchases shall be the exclusive respective obligations of Vendor/Customer, and disputes shall be handled in accordance with the terms of the underlying Supplemental Agreement(s) entered into between Vendor and Customer. Vendor acknowledges that TIPS is not a dealer, subcontractor, agent, or reseller of Vendor’s goods and services and shall not be responsible for any claims arising out of alleged insufficiencies or defects in Vendor’s goods and services, should any arise.

  • RESPECT FOR OTHERS 3.1 You, those living with you, and your visitors, must not harass or act in an anti- social manner to, or pursue a course of anti-social conduct against, any person in the neighbourhood. Such people include residents, visitors, our employees, agents and contractors and those in your house. 3.2 Anti-social' means causing or likely to cause alarm, distress, nuisance or annoyance to any person or causing damage to anyone's property. Harassment of a person includes causing the person alarm or distress. Conduct includes speech. A course of conduct must involve conduct on at least two occasions. 3.3 In particular, you, those living with you, and your visitors must not: • make excessive noise. This includes, but is not limited to, the use of televisions, hi-fi's, radios and musical instruments and DIY tools; • fail to control your pets properly or allow them to foul or cause damage to other people's property; • be noisy or disruptive; • use your house, or allow it to be used, for illegal or immoral purposes; • vandalise or damage our property or any part of the common parts or neighbourhood; • leave rubbish in unauthorised places; • allow your children to cause nuisance or annoyance to other people by failing to exercise reasonable control over them; • harass or assault any person in the house, or neighbourhood, for whatever reason. This includes that person's race, colour or ethnic origin, nationality, gender, sexuality, disability, age, religion or other belief, or other status; • use or carry offensive weapons; • use or sell unlawful drugs or sell alcohol. 3.4 In addition, you, those living with you, and your visitors must not do the following in an anti-social way: • run a business from your house; • park any vehicle, caravan, boat or trailer; • carry out work to any type of vehicle, caravan, boat or trailer; • use alcohol. The particular prohibitions on behaviour listed in paragraphs 3.3 and 3.4 do not in any way restrict the general responsibilities contained in paragraph 3.1 above. 3.5 You will be in breach of this Agreement if you, those living with you, or your visitors do anything which is prohibited in this part of the Agreement. 3.6 If you have a complaint about nuisance, annoyance or harassment being caused by a neighbour (or anyone living with him/her or his/her visitors), you may report it to us. We will investigate your complaint within fourteen days. If, after investigation, there are good grounds in our opinion for your complaint, we will take reasonable steps to try to prevent the behaviour happening again. These steps may include mediation or legal action. 3.7 We will act fairly to you in all matters connected with your tenancy. We will not unfairly or unlawfully discriminate against you in any way on the grounds of your race, colour, ethnic origin, nationality, gender, sexuality, disability, age, religion or other belief or other status. If you believe we have acted unfairly to you in any way, you may wish to use our complaints procedure. You may also wish to take independent advice.

  • Relation to Other Agreements Nothing in this Agreement shall derogate from the existing rights and obligations of a Member State under any other international agreements to which it is a party.

  • Services to Other Clients Nothing herein contained shall limit the freedom of the Adviser or any affiliated person of the Adviser to render investment management and administrative services to other investment companies, to act as investment adviser or investment counselor to other persons, firms or corporations, or to engage in other business activities.

  • Obligations of and Services to be Provided by the Adviser The Adviser undertakes to provide the services hereinafter set forth and to assume the following obligations:

  • Investigation; No Other Representations (a) Each of the Company Parties, on their own behalf and on behalf of their respective Representatives, acknowledges, represents, warrants and agrees that (i) they have conducted their own independent review and analysis of, and, based thereon, has formed an independent judgment concerning, the business, assets, condition, operations and prospects of, the Parent Parties and (ii) it has been furnished with or given access to such documents and information about the Parent Parties and their respective businesses and operations as the Company Parties and their respective Representatives have deemed necessary to enable it to make an informed decision with respect to the execution, delivery and performance of this Agreement, the Ancillary Documents and the transactions contemplated hereby and thereby. (b) In entering into this Agreement and the Ancillary Documents to which they are or will be a party, the Company Parties have relied solely on their own investigation and analysis and the representations and warranties expressly set forth in Article 4 and in the Ancillary Documents to which they are or will be a party and no other representations or warranties of any Parent Party, any Parent Non-Party Affiliate or any other Person, either express or implied, and the Company Parties, on their own behalf and on behalf of their respective Representatives, acknowledge, represent, warrant and agree that, except for the representations and warranties expressly set forth in Article 4 and in the Ancillary Documents to which they are or will be a party, none of the Parent Parties, any Parent Non-Party Affiliate or any other Person makes or has made any representation or warranty, either express or implied, in connection with or related to this Agreement, the Ancillary Documents or the transactions contemplated hereby or thereby.

  • Coordination of Services Consultant agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.

  • Performance of Other Agreements Borrower shall observe and perform each and every term to be observed or performed by it pursuant to the terms of any agreement or instrument affecting or pertaining to the Property, including the Loan Documents.

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