Termination by Licensee for Breach Sample Clauses

Termination by Licensee for Breach. Licensee may terminate this Agreement if Licensor is in breach of or defaults with respect to any provision of this Agreement and fails to remedy any such breach or default within sixty (60) days after written notice thereof by Licensee.
Sample 1
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Termination by Licensee for Breach. Licensee shall have the right to terminate this Agreement in whole or with respect to a Product (i.e. all Vabomere Products, Orbactiv Products, and/or Minocin IV Products) or on a country-by-country basis, during the Term upon sixty (60) days’ notice if Company materially breaches this Agreement with respect to such Product or country and does not cure such breach within sixty (60) days following written notice by Licensee. Effective upon such termination (a) with respect to a Product, such Product shall be deemed a Terminated Product; (b) with respect to a country, such country shall be deemed a Terminated Country.
Sample 1
Termination by Licensee for Breach. Notwithstanding anything to the contrary in this Section 15.8 (Effects of Termination), in the event of any termination of this Agreement by Licensee pursuant to Section 15.2 (Termination for Breach), (a) the licenses granted to Akebia in Section 2.2 (Grant of License to Akebia) will automatically terminate unless Akebia notifies Licensee within [***] of the effective date of such termination that [***] Portions of this exhibit have been redacted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission. Akebia wishes to retain such license, in which case Akebia and Licensee will negotiate and agree upon a reasonable royalty on Net Sales of the Licensed Products to be payable by Akebia to Licensee in consideration for such license, and (b) Akebia will be responsible for reimbursing Licensee for the costs associated with the assignments set forth in Section 15.8.4 (Assignment and Disclosure).
Sample 1
Termination by Licensee for Breach. Notwithstanding anything to the contrary in this Section 15.7 (Effects of Termination), in the event of any termination of this Agreement by Licensee for Akebia’s material breach pursuant to Section 15.2 (Termination for Breach), (a) the licenses granted to Akebia in Section 2.3 (Grant of Licenses to Akebia) will continue and will bear a royalty of [***]% of Akebia’s Net Sales in the Territory, and (b) Akebia will be responsible for [***] associated with the assignments set forth in Section 15.7.5 (Assignment and Disclosure).
Sample 1
Termination by Licensee for Breach. Upon the early termination of this Agreement by Licensee pursuant to Section 9.1, the rights and licenses granted to Licensee under this Agreement shall not be affected, provided Licensee continues to comply with its obligations hereunder for the term thereof.
Sample 1
Termination by Licensee for Breach. Notwithstanding any provision to the contrary set forth under this Section 10.7 (Effects of Termination), in the event of any termination of this Agreement by Licensee for Akebia’s material breach pursuant to Section 10.2 (Termination for Breach), Xxxxxx will be responsible for reimbursing Licensee for the costs associated with the assignments set forth in Section 10.7.5 (Assignment and Disclosure).
Sample 1

Related to Termination by Licensee for Breach

  • Termination by Licensee 10.1. Licensee will have the right at any time to terminate this Agreement in whole or as to any portion of Patent Rights or Property Rights by giving notice in writing to The Regents. Such Notice of Termination will be subject to Article 20. (Notices) and termination of this Agreement in whole or with respect to any portion of the Patent Rights or Property Rights will be effective 60 days after the effective date thereof.

  • Termination by Licensor Licensor, at its option, may immediately terminate the Agreement, or any part of Licensed Subject Matter, or any part of Field of Use, or any part of Territory, or the exclusive nature of the license grant, upon delivery of written notice to Licensee of Licensor’s decision to terminate, if any of the following occur:

  • Termination for Breach If a party breaches this Agreement and fails to cure such breach within thirty (30) days following receipt of written notice from the non-breaching party of such breach, the non-breaching party shall have the right, upon written notice to the breaching party, to immediately terminate this Agreement.

  • Termination by Either Party This Agreement may be terminated upon 60 days written notice without cause or penalty by either the Company (acting through the Conflicts Committee) or the Advisor. The provisions of Articles 1, 10, 12, 13, 15 and 16 shall survive termination of this Agreement.

  • Termination for Material Breach If either Party (the “Non-Breaching Party”) believes that the other Party (the “Breaching Party”) has materially breached one or more of its material obligations under this Agreement, then the Non-Breaching Party may deliver notice of such material breach to the Breaching Party (a “Default Notice”). If the Breaching Party does not dispute that it has committed a material breach of one or more of its material obligations under this Agreement, then if the Breaching Party fails to cure such breach within *** days after receipt of the Default Notice, or if such compliance cannot be fully achieved through diligent efforts within such *** day period but the Breaching Party has failed to promptly commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, or if full compliance is not achieved in any event within *** days after receipt of the Default Notice, then the Non-Breaching Party may terminate this Agreement upon written notice to the Breaching Party. If the Breaching Party disputes that it has materially breached one or more of its material obligations under this Agreement, the dispute shall be resolved pursuant to Section 11.7. If, as a result of the application of such dispute resolution procedures, the Breaching Party is determined to be in material breach of one or more of its material obligations under this Agreement (an “Adverse Ruling”), then if the Breaching Party fails to cure any breach specified by the Adverse Ruling within *** days after such ruling, or if such compliance cannot be fully achieved through diligent efforts within such *** day period but the Breaching Party has failed to promptly commence compliance or has failed to use diligent efforts to achieve full compliance as soon thereafter as is reasonably possible, or if full compliance is not achieved in any event within *** days after the Adverse Ruling, then the Non-Breaching Party may terminate this Agreement upon written notice to the Breaching Party.

  • Termination by Xxxxxx This Agreement may be terminated and the Merger Transactions abandoned at any time before the Acceptance Time by Parent:

  • Remedy for Breach The Executive agrees that in the event of a material breach or threatened material breach of any of the covenants contained in this Paragraph 6, the Company will have the right and remedy to have such covenants specifically enforced by any court having jurisdiction, it being acknowledged and agreed that any material breach of any of the covenants will cause irreparable injury to the Company and that money damages will not provide an adequate remedy to the Company.

  • Liability for Breach of Agreement During the term of this Agreement, any violation of any provisions herein by either party constitutes breach of contract and the breaching party shall compensate the non-breaching party for the loss incurred as a result of this breach.

  • Termination by Any Party This Advisory Agreement may be terminated upon 60 days’ written notice without cause or penalty, by any party (by a majority of the Independent Directors of the Company or the manager of the Advisor).

  • Indemnification by Licensee Licensee shall defend, indemnify and hold harmless Licensor and its Affiliates, and their respective officers, directors, employees, agents, shareholders, successors and assigns, (collectively, the “Licensor Parties”) from and against any Action, and any and all direct losses suffered or incurred by Licensor in connection with any third party claims (a) arising out of or resulting from any breach by Licensee of any provision of this Agreement, (b) regarding the Content (other than Licensed Content) of the websites associated with Licensed Domain Names, or (c) regarding any Content that was subject to a request for removal by a Governmental Authority, even if Licensee removes such Content within the time period proscribed by the Governmental Authority, provided that, in all cases, Licensee shall not be liable for any direct losses suffered or incurred by Licensor as a result of Licensor’s failure to provide Licensee with a reasonable period of time to remove Content in cases where (i) the basis or nature of the offense has not previously been identified by any Governmental Authority as offensive or inappropriate and (ii) Licensee has not also received notice from the Governmental Authority. Licensee’s obligation to indemnify Licensor shall be conditioned on (x) Licensor’s provision to Licensee of prompt notice of such an Action (except where any delay does not materially prejudice Licensee); (y) Licensor’s reasonable cooperation with Licensee in the defense and settlement of such an Action at Licensee’s cost; and (z) Licensee having exclusive control of the defense, settlement and/or compromise of such an Action (provided that Licensee may not settle any Action in a manner that adversely affects Licensor without Licensor’s prior written consent, not to be unreasonably withheld or delayed).

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