Termination Pursuant to Section 11 Sample Clauses

Termination Pursuant to Section 11. 3 or 11.4. In the event of termination of this Agreement by either Party pursuant to Section 11.3 or 11.4, above, notwithstanding anything to the contrary in this Agreement, upon the effective date of such termination: (a) all rights and licenses granted herein to Amerimmune by Histogen shall terminate, Amerimmune shall cease any and all Development, Manufacture, and Commercialization activities under this Agreement (if any), and any and all rights granted by Histogen to Amerimmune shall revert to Histogen; (b) all rights and licenses granted herein to Histogen by Amerimmune shall terminate, Histogen shall cease any and all Development, Manufacture, and Commercialization activities under this Agreement (if any), and any and all rights granted to Histogen by Amerimmune shall revert to Amerimmune; and (c) other than as provided in Section 11.7, below, neither Party shall have any further obligation to the other Party under this Agreement.
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Termination Pursuant to Section 11. 1. If any Party terminates this Agreement pursuant to Section 11.1 for reasons other than those described in Section 11.3(a) or Section 11.3(b), then neither Sellers nor Buyer shall have any liability to the other Parties for termination of this Agreement, except that the Parties shall jointly instruct the Escrow Agent to distribute the Deposit and any earnings thereon to Buyer. If Buyer or Sellers terminate this Agreement pursuant to Section 11.1 and asserts that a breach of this Agreement has occurred, the notice of termination shall include a statement describing the nature of the alleged breach, together with supporting documentation.
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Termination Pursuant to Section 11. 2(a). If this Agreement is terminated pursuant to Section 11.2(a), Buyer shall pay Seller the sum of ONE MILLION FIVE HUNDRED THOUSAND DOLLARS ($1,500,000) as liquidated damages within one business day after the date of termination of this Agreement pursuant to Section 11.2(a). It is specifically agreed that the amount to be paid pursuant to this Section 11.4(a) represents liquidated damages and not a penalty, and such amount shall be in full satisfaction of any claim Seller may have against Buyer or Guarantor hereunder.
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Termination Pursuant to Section 11. 2(b). If this Agreement is terminated pursuant to Section 11.2(b), Buyer shall pay Seller the sum of THREE MILLION DOLLARS ($3,000,000) as liquidated damages within one business day after the date of termination of this Agreement pursuant to Section 11.2(b). It is specifically agreed that the amount to be paid pursuant to this Section 11.4(b) represents liquidated damages and not a penalty, and such amount shall be in full satisfaction of any claim Seller may have against Buyer or Guarantor hereunder. The amounts to be paid pursuant to Section 11.4(a) or (b) shall be paid by wire transfer in immediately available funds to such account as shall be specified in writing by Seller.
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Termination Pursuant to Section 11. 4. If CyberHeart terminates this Agreement pursuant to Section 11.4, CyberHeart shall compensate Accuray for all costs incurred to wind down any ongoing activities (including without limitation any Development Services or manufacturing, installation, or maintenance services) being performed by Accuray as of the effective date of such termination and reasonably incurred by Accuray thereafter, and CyberHeart shall have no right to enter into agreements or arrangements with Accuray Competitors for a period of two (2) years following such termination.
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Termination Pursuant to Section 11. 1. If Buyer or Seller terminates this Agreement pursuant to Section 11.1 in the absence of a breach by the other Party, Seller shall distribute the funds in the Deposit, plus all accrued interest, to Buyer and neither Buyer nor Seller shall have any liability to the other Party for termination of this Agreement. If Buyer or Seller terminates this Agreement and asserts that a breach of this Agreement has occurred, the notice of termination shall include a statement describing the nature of the alleged breach.
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Termination Pursuant to Section 11. 2. In the event of a termination under Section 11.2, then, notwithstanding any provision of this Agreement to the contrary, neither Party shall have any further obligation to the other Party with respect to the subject matter of this Agreement except for the obligations set forth in Article 9, which obligations shall survive any termination of this Agreement.
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Related to Termination Pursuant to Section 11

  • Pursuant to Section 6 2(a) of the Collateral Agency Agreement and subject to the conditions set forth in Section 13.1(b), the Initial Beneficiary hereby designates a portion of the Closed-End Units included in the Revolving Pool for allocation to a new Reference Pool, referred to as the "20[ ]-[ ] Reference Pool," within the Closed-End Collateral Specified Interest. Upon the effectiveness of this Exchange Note Supplement, the Initial Beneficiary shall direct the Titling Trustee and the Closed-End Collateral Agent to allocate or cause to be identified and allocated on their respective books and records the "20[ ]-[ ] Reference Pool," to be separately accounted for and held in trust independently from any other Asset Pool. Such Reference Pool shall initially include the Closed-End Units identified on Schedule 1 to this Exchange Note Supplement, which Closed-End Units shall belong exclusively to the 20[ ]-[ ] Reference Pool, and all other Titling Trust Assets to the extent related to such Closed-End Units (other than cash which does not constitute Closed-End Collections received after the Cut-Off Date, as specified in Section 13.2(a)(iii)); provided, that, any Closed-End Collections received on or prior to the Cut-Off Date for any such Closed-End Units identified on Schedule 1 shall not be allocated to the 20[ ]-[ ] Reference Pool.

  • Pursuant to Section 4 01, any amounts collected by a Servicer or the Master Servicer under any insurance policies (other than amounts to be applied to the restoration or repair of the property subject to the related Mortgage or released to the Mortgagor in accordance with the related Servicing Agreement) shall be deposited into the Distribution Account, subject to withdrawal pursuant to Section 4.03. Any cost incurred by the Master Servicer or the related Servicer in maintaining any such insurance (if the Mortgagor defaults in its obligation to do so) shall be added to the amount owing under the Mortgage Loan where the terms of the Mortgage Loan so permit; provided, however, that the addition of any such cost shall not be taken into account for purposes of calculating the distributions to be made to Certificateholders and shall be recoverable by the Master Servicer or such Servicer pursuant to Sections 4.01 and 4.03.

  • Pursuant to Section 3 03 of the Indenture Supplement, on each Distribution Date, the Indenture Trustee shall deposit into the Class A(2016-2) Interest Funding sub-Account the portion of Card Series Finance Charge Amounts allocable to the Class A(2016-2) Notes.

  • Pursuant to Section 2 1.(b) of the Credit Agreement, the Borrower hereby requests that the Lenders make Revolving Loans to the Borrower in an aggregate principal amount equal to $ .

  • Pursuant to Section 5 10 of the Credit Agreement, each Subsidiary Loan Party of the Borrower that was not in existence or not such a Subsidiary Loan Party on the date of the Credit Agreement is required to enter into the Guarantee Agreement as Guarantor upon becoming such a Subsidiary Loan Party. Upon the execution and delivery, after the date hereof, by the Administrative Agent and such Subsidiary of an instrument in the form of Annex I hereto, such Subsidiary shall become a Guarantor hereunder with the same force and effect as if originally named as a Guarantor hereunder. The execution and delivery of any instrument adding an additional Guarantor as a party to this Agreement shall not require the consent of any Guarantor hereunder. The rights and obligations of each Guarantor hereunder shall remain in full force and effect notwithstanding the addition of any new Guarantor as a party to this Agreement.

  • Pursuant to Section 2271 002 of the Texas Government Code, Respondent certifies that either (i) it meets an exemption criteria under Section 2271.002; or (ii) it does not boycott Israel and will not boycott Israel during the term of the contract resulting from this Solicitation. If Respondent refuses to make that certification, Respondent shall state here any facts that make it exempt from the boycott certification:

  • Pursuant to Section 2.1 of this Agreement, the Seller conveyed to the Trust all of the Seller’s right, title and interest in its rights and benefits, but none of its obligations or burdens, under the Purchase Agreement including the Seller’s rights under the Purchase Agreement and the delivery requirements, representations and warranties and the cure or repurchase obligations of AmeriCredit thereunder. The Seller hereby represents and warrants to the Trust that such assignment is valid, enforceable and effective to permit the Trust to enforce such obligations of AmeriCredit under the Purchase Agreement. Any purchase by AmeriCredit pursuant to the Purchase Agreement shall be deemed a purchase by the Seller pursuant to this Section 3.2 and the definition of Purchased Receivable.

  • Amendment to Section 8 22. Section 8.22 of the Existing Credit Agreement is hereby amended in its entirety to read as follows:

  • Amendment to Section 10 1. Section 10.1 of the Credit Agreement is hereby amended and restated to read in its entirety as follows:

  • Amendment to Section 9 04(a). Section 9.04(a) is hereby amended and restated in its entirety to read as follows:

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