Term and Termjnation Sample Clauses

Term and Termjnation. Term This Agreement will commence as of the Effective Date. The Parties have specifically provided elsewhere in this Agreement the term during which certain rights and obligations hereunder will apply. Unless sooner terminated as provided herejn or by mutual written agreement of the Parties, the remaining provisions of this Agreement will continue in full force and effect until the date on which OEP is no longer required by this Agreement to pay a royalty to NeOnc. Termination by the Parties Each Party may, by written notice to the other Party. terminate this Agreement if the other Party fails in any material respect to perform or observe any term, covenant, or understanding contained in this Agreement, and any such failure remains unremedied for sixty (60) days after written notice to the failing Party. Each Party may, by written notice to the other Party, terminate this Agreement if any written representation or warranty by the other Party made under or in connection with this Agreement proves to have been incorrect in any material respect when made. OEP has the right to terminate this Agreement, by written notice to NeOnc, ifNeOnc elects to discontinue Development of Licensed Product. If the validity of the NeOnc Patent Rights is litigated and no NeOnc Patent Rights survive final adjudication, OEP may terminate this Agreement immediately upon notice to NeOnc. TfOEP challenges of the validity directly or indirectly of any ofNeOnc’s Patent Rights anywhere in the world, all rights granted to OEP under this Agreement shall immediately terminate and cease. Rights and Obligations Upon Termination Upon any termination under Section 12.3, the Parties will have no further rights or obligations under this Agreement except as set forth in Sections 5.2, 9.1, 9.2, 12.3, 13.l, 13.2, 14.1, 14.2, and 15.1 through 15.6, and for any other obligations which are expressly indicated in this Agreement to survive termination of this Agreement. Termination of this Agreement for any reason will be without prejudice to any other remedies which either Party may otherwise have. JNDEMNIFJCATION Indemnification by OEP OEP hereby agrees to indemnify, defend, and holdNeOnc and its agents and employees (collectively. “NeOnc Jndemnitees”) harmless from and against any and all third party suits, claims, actions demands, liabilities, expenses, and loss, including reasonable legal expense and attorneys’ fees (‘‘Losses”) resulting directly from the manufacture, use, handling, storage, sale,...
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Term and Termjnation 
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Related to Term and Termjnation

  • Term and Termination In any case, if not sooner terminated, this Agreement shall expire at the close of business on the effective date that the Offering is terminated. This Agreement may be terminated by either party (a) immediately upon notice to the other party in the event that the other party shall have materially failed to comply with any material provision of this Agreement or if any of the representations, warranties, covenants or agreements of such party contained herein shall not have been materially complied with and such failure to comply is not cured within ten (10) days after the date of such occurrence or (b) on 60 days’ written notice. In any event, this Agreement shall be deemed suspended during any period for which the Dealer Manager’s license or registration to act as a broker dealer shall be revoked or suspended by any federal, self-regulatory or state agency. In addition, the Dealer Manager, upon the expiration or termination of this Agreement, shall (a) promptly deposit any and all funds in its possession which were received from investors for the sale of Shares into the appropriate escrow account or, if the Minimum Offering has been reached, into such other account as the Company may designate; and (b) promptly deliver to the Company all records and documents in its possession which relate to the Offering which are not designated as dealer copies. The Dealer Manager, at its sole expense, may make and retain copies of all such records and documents required to be retained by the Dealer Manager pursuant to (i) Federal and state securities laws and the rules and regulations thereunder, (ii) the applicable rules of FINRA and (iii) the NASAA REIT Guidelines, but shall keep all such information confidential; provided, that, nothing contained in this Agreement shall prevent the Dealer Manager from disclosing any such information to any regulatory authority asserting jurisdiction over the Dealer Manager. The Dealer Manager shall use its reasonable best efforts to cooperate with the Company to accomplish any orderly transfer of management of the Offering to a party designated by the Company. Upon expiration or termination of this Agreement, the Company shall pay to the Dealer Manager all earned but unpaid compensation and reimbursement for all incurred, accountable compensation to which the Dealer Manager is or becomes entitled under Section 5 of this Agreement, including but not limited to any Distribution Fees, pursuant to the requirements of that Section 5 at such times as such amounts become payable pursuant to the terms of such Section 5 without acceleration; provided, however, that if the Minimum Offering is not reached prior to such expiration or termination, the Company shall not pay any such compensation and reimbursements to the Dealer Manager.

  • Term and Termination of Agreement 1. This Agreement shall run for a period of one (1) year from the date first written above and will be renewed from year to year thereafter unless terminated by either party as provided hereunder.

  • Term and Termination of the Agreement 15.1. Term and duration of the Agreement The Standard Transmission Agreement shall enter into force on the Start Date of this Standard Transmission Agreement and shall be effective for an undetermined term.

  • Terms and Termination This Agreement shall be effective from the date hereof and unless earlier terminated in accordance with this Section 30.4.5, shall continue in effect until the Class Year Deliverability Study for Requestor’s External XXXX Rights is completed and approved by the NYISO Operating Committee. Requestor or NYISO may terminate this Agreement upon the withdrawal of Requestor’s External XXXX Rights Request under Section 25.7.11 of Attachment S to the ISO OATT or upon Developer’s withdrawal from the Class Year Interconnection Facilities Study pursuant to Section 25.7.7.1

  • Term of Agreement and Termination 2.1. This Agreement enters into effect at the time of acceptance of this Agreement.

  • Purpose and Term The purpose to be conducted or promoted by the Company is to engage solely in the following activities:

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