Substantive Amendments to the Agreement Sample Clauses

Substantive Amendments to the Agreement a) EPIX shall continue Research Program I through December 31, 2007 in accordance with the Budget and the Research Plan specified in Exhibit B to this Third Amendment; b) Following the Effective Date of this Third Amendment, if the actual FTE and other expenditures or costs reimbursed by CFFT to EPIX in connection with Research Program I for any calendar quarter are [********] , then CFFT shall reimburse EPIX, up to the amount of the [********] in connection with the performance of Research Program I and Hit Characterization, including without limitation, [********] , as such list may be amended from time-to-time during the Term by the JSC. c) The good faith negotiations contemplated by Section 4.1.1 of the Agreement for the Parties to agree upon the Definitive Extension Agreement shall be promptly initiated after the execution of this Third Amendment; and d) Until the earlier of: (i) [********] and (ii) [********] , CFFT shall have the option to continue research and development of a P2(Y)(2) Product in the Field by notifying EPIX that it wishes to do so. EPIX shall notify CFFT promptly [********] . If CFFT timely exercise the foregoing option on or before the earlier of the dates specified in (i) and (ii) above, the Parties shall for the [********] period thereafter engage in good faith negotiations to attempt to agree upon the terms and conditions for the continuation of such research and development. If the Parties are able to agree, such research and development will be conducted in accordance with the terms and conditions agreed upon by the Parties. If the Parties are unable to reach agreement within such period (or such greater period as may be agreed upon by the Parties), then CFFT acknowledges that [********] and except for the royalties payable under Section 4.3, the rights and obligation of the Parties, if any, with respect to Research Program II shall terminate. For purposes of clarity, notwithstanding such termination, Section 4.3 shall continue to apply to a P2(Y)(2) Product, whether or not any such Product is in the Field. Agreed and acknowledged as of the Effective Date. EPIX Pharmaceuticals, Inc. Cystic Fibrosis Foundation Therapeutics Incorporated By: /s/ Chen Sxxxx By: /s/ Rxxxxx X. Xxxxx Title: CBO and SVP Title: President and CEO A. Project Budget [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [********] [***...
Sample 1
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Related to Substantive Amendments to the Agreement

  • Amendments to the Agreement Except to the extent permitted by the Investment Company Act or the rules or regulations thereunder or pursuant to exemptive relief granted by the SEC, this Agreement may be amended by the parties only if such amendment, if material, is specifically approved by the vote of a majority of the outstanding voting securities of the Portfolio (unless such approval is not required by Section 15 of the Investment Company Act as interpreted by the SEC or its staff or unless the SEC has granted an exemption from such approval requirement) and by the vote of a majority of the Independent Trustees cast in person at a meeting called for the purpose of voting on such approval. The required shareholder approval shall be effective with respect to the Portfolio if a majority of the outstanding voting securities of the Portfolio vote to approve the amendment, notwithstanding that the amendment may not have been approved by a majority of the outstanding voting securities of any other Portfolio affected by the amendment or all the Portfolios of the Trust.

  • Modifications to the Agreement This Agreement constitutes the entire understanding of the parties on the subjects covered. The Employee expressly warrants that he or she is not executing this Agreement in reliance on any promises, representations, or inducements other than those contained herein. Modifications to this Agreement or the Plan can be made only in an express written contract executed by a duly authorized officer of the Company.

  • Amendments of the Agreement This Agreement may be amended by a writing signed by both parties hereto, provided that no material amendment to this Agreement shall be effective until approved (i) by the vote of a majority of those Trustees of the Trust who are not interested persons of Xxxxx Xxxxx or the Trust cast in person at a meeting called for the purpose of voting on such approval, and (ii) if required by the Investment Company Act of 1940, by vote of a majority of the outstanding voting securities of the Fund.

  • Amendments to Merger Agreement The Merger Agreement is hereby amended as follows:

  • Amendments to the Original Agreement (a) of the Original Agreement is hereby deleted and replaced in its entirety to read as follows:

  • Amendments to the Merger Agreement The Merger Agreement is hereby amended as follows:

  • Amendments to Agreement This Agreement, or any term thereof, may be changed or waived only by written amendment signed by the party against whom enforcement of such change or waiver is sought. For special cases, the parties hereto may amend such procedures set forth herein as may be appropriate or practical under the circumstances, and Ultimus may conclusively assume that any special procedure which has been approved by the Trust does not conflict with or violate any requirements of its Declaration of Trust or then current prospectuses, or any rule, regulation or requirement of any regulatory body.

  • Modifications, Amendments and Waivers This Agreement may not be modified or amended, or any provision thereof waived, except in a writing signed by all the parties to this Agreement.

  • Amendment of the Agreement The Company and the Participant may amend this Agreement only by a written instrument signed by both parties.

  • Amendments, Modifications and Waivers No amendment, modification or waiver in respect of this Agreement shall be effective against any party unless it shall be in writing and signed by Parent, the Company and Stockholder.

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