Xxxxxx Right Sample Clauses

Xxxxxx Right. In the event that the Company does not elect to ------------ purchase during the Company Period all of the Equity Securities to which the Shareholder Notice refers, then Xxxxxx may elect, by delivering to the Selling Shareholder a written notice (a "Xxxxxx Notice") of its election within forty- five (45) days after Xxxxxx'x receipt of the Shareholder Notice (the "Xxxxxx Period"), to acquire, on the same terms and conditions specified in the Shareholder Notice (or economically equivalent terms and conditions as determined in good faith by Xxxxxx and specified in the Xxxxxx Notice), any amount of such Equity Securities that the Company has not elected to purchase.
AutoNDA by SimpleDocs
Xxxxxx Right. 4 3.4 Consummation...................................................4 3.5
Xxxxxx Right to-Use IPR. XXXXXX warrants that, to the best of its knowledge as of the date first set forth above, it either possesses or is entitled to use to the extent legally required to perform hereunder the patent rights, copyrights, trade secret and other tangible or intangible property right for any Deliverables to be supplied under this Agreement and that these rights can be used by TELIGENT without any claim from third parties.
Xxxxxx Right of First Negotiation to GTx-758: (i) GTx shall have the sole responsibility to develop GTx-758, a ER alpha agonist. GTx aims at developing GTx-758 as an alternative treatment to LHRH-a (e.g., leuprolide, triptoreline) in the treatment of prostate cancer with a better safety profile. The Parties acknowledge and agree that GTx shall consider Ipsen as its preferential partner for the development, marketing, sale and distribution of GTx-758 in the Ipsen Territory, and in this regard, GTx hereby grants to Ipsen a right of first negotiation to enter into good faith negotiations with GTx for the period hereinafter stated for an exclusive royalty-bearing license to conduct Commercialization Activities for GTx-758 in the Ipsen Territory upon such terms and conditions as the Parties may reasonably agree in a definitive agreement. (ii) GTx shall not, either by itself or by or through any of its directors, officers, subsidiary, representative, agent, or otherwise, directly or indirectly, engage in negotiations with any third party relating to the development, marketing, sale and distribution of GTx-758 in the Ipsen Territory until Ipsen shall have failed to meet any of the time periods set forth in this Section 4.9(iv), including the Parties failing to enter into a definitive and binding agreement for an exclusive royalty-bearing license to conduct Commercialization Activities for GTx-758 in the Ipsen Territory or Ipsen shall have waived its right to pursue its first right of negotiation. Notwithstanding the foregoing, nothing herein shall prevent GTx from entering into discussions with a Third Party interested in a transaction for GTx-758 in the GTx Territory. [ * ] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. (iii) GTx acknowledges that it is its intent to complete a Phase IIb clinical study for GTx-758 assessing efficacy (including [ * ]) and treatment safety profile (including [ * ]), with a current estimated completion date for the clinical study in [ * ]. Upon completion of such Phase IIb clinical study, GTx shall furnish to Ipsen the TFL, the draft study report and such additional information and data as Ipsen shall reasonably request at the time of its receipt of the TFL and draft study report for Ipsen to assess GTx-758 and make a decision to exercise its right of fir...

Related to Xxxxxx Right

  • Xxxxxxxxxx Rights Upon request, an employee shall have the right to Union representation during an investigatory interview that an employee reasonably believes will result in disciplinary action. The employee will have the opportunity to consult with a local Union Xxxxxxx or Organizer before the interview, but such designation shall not cause an undue delay. (See Last Chance Agreements, Article 21, Section 12).

  • Xxxxx of Right In addition to the demand right of registration described in Section 5(a) hereof, the Holder shall have the right, for a period of no more than five years from the Effective Date in accordance with FINRA Rule 5110(f)(2)(G)(v), to include the Registrable Securities as part of any other registration of securities filed by the Company (other than in connection with a transaction contemplated by Rule 145(a) promulgated under the Securities Act or pursuant to Form S-8 or any equivalent form); provided, however, that if, solely in connection with any primary underwritten public offering for the account of the Company, the managing underwriter(s) thereof shall, in its reasonable discretion, impose a limitation on the number of shares of Common Stock which may be included in the Registration Statement because, in such underwriter(s)’ judgment, marketing or other factors dictate such limitation is necessary to facilitate public distribution, then the Company shall be obligated to include in such Registration Statement only such limited portion of the Registrable Securities with respect to which the Holder requested inclusion hereunder as the underwriter shall reasonably permit. Any exclusion of Registrable Securities shall be made pro rata among the Holders seeking to include Registrable Securities in proportion to the number of Registrable Securities sought to be included by such Holders; provided, however, that the Company shall not exclude any Registrable Securities unless the Company has first excluded all outstanding securities, the holders of which are not entitled to inclusion of such securities in such Registration Statement or are not entitled to pro rata inclusion with the Registrable Securities.

  • Xxxxxxx, P E., as named in your application will receive a separate mailing detailing other program requirements, including Equal Employment Opportunity, reporting in-kind contributions, and Requests to Proceed. This information is also provided on our web site noted above. Your Chief Fiscal Officer will also receive a mailing pertaining to project financial information.

  • Xxxxxx, P A., special counsel for IMC, in IMC's capacity as both Seller and Servicer under the Sale and Servicing Agreement, and/or Xxxxx & Xxxxxx LLP shall have furnished to the Underwriters their written opinion or opinions, addressed to the Underwriters and the Depositor and dated the Closing Date, in form and substance satisfactory to the Underwriters, to the effect that:

  • Xxxxxxx, Esq If to the Executive, to him at the offices of the Company with a copy to him at his home address, set forth in the records of the Company. Any person named above may designate another address or fax number by giving notice in accordance with this Section to the other persons named above.

  • Xxxxxx, Esq Anyone to whom a notice may be given under this Agreement may designate a new address by notice to that effect given to the other party in accordance with this subsection (b). Each such notice shall be deemed given upon the receipt thereof when delivered in person and on the second business day after the mailing when sent by mail as aforesaid. (c) You understand that, upon exercise of this Option, you may recognize income for tax purposes in an amount equal to the excess of the then fair market value of the Shares purchased over the Option Price for such Shares. Your employer may withhold tax from your current compensation with respect to such income or any other income which it deems you to have received in connection therewith; to the extent that your then current compensation is insufficient to satisfy the withholding tax liability, you will be required to make a cash payment to cover such liability as a condition of exercise of this Option. (d) If this Option shall be mutilated, lost, stolen or destroyed, the Company shall issue in exchange and substitution for and upon cancellation of the mutilated Option, or in lieu of and in substitution for the Option lost, stolen or destroyed, a new Option of like tenor and denomination, but only upon receipt of evidence satisfactory to the Company of such loss, theft or destruction of such Option and such indemnity and, if requested by the Company, such bond, as shall in each case be satisfactory to the Company. You must also comply with such other reasonable requirements and pay such other reasonable charges as the Company may prescribe in connection with such issuance. (e) This Option shall be governed and construed in accordance with the substantive laws of the State of New York applicable to contracts executed, delivered and to be fully performed in the State of New York, without giving effect to contrary provisions regarding conflict of laws. (f) This Agreement shall inure to the benefit of and shall be binding upon your heirs, executors, administrators and legal representatives, and shall inure to the benefit of and be binding upon the Company and its successors and assigns. You may not assign, transfer, pledge, encumber, hypothecate or otherwise dispose of this Agreement, or any of your rights hereunder except if and to the extent expressly permitted by Section 8 of this Agreement, and any such attempted prohibited delegation or disposition shall be null and void and without effect. (g) This Agreement constitutes the complete understanding between the parties with respect to the subject matter hereof, and no statement, representation, warranty or covenant has been made by either party with respect thereto except as expressly set forth herein. This Agreement shall not be altered, modified, amended or terminated except by written instrument signed by each of the parties hereto. (h) This Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. (i) The section headings contained herein are for the purposes of convenience only, are not intended to define or limit the contents of said sections and are not part of this Agreement. (j) By signing below, you hereby accept this Option subject to all of the terms and provisions hereof and acknowledge all of the representations, warranties and agreements set forth above. This Option shall not be effective until you have signed this Option and delivered it to the Company.

  • Xxxxxxx Xxxx CareFirst BlueChoice’s Service Area is a clearly defined geographic area in which CareFirst BlueChoice has arranged for the provision of health care services to be generally available and readily accessible to Members. CareFirst BlueChoice will provide the Member with a specific description of the Service Area at the time of enrollment. The Service Area is as follows: the District of Columbia; the state of Maryland; in the Commonwealth of Virginia, the cities of Alexandria and Fairfax, Arlington County, the town of Vienna and the areas of Fairfax and Xxxxxx Xxxxxxxx Counties in Virginia lying east of Route 123. SAMPLE If a Member temporarily lives out of the Service Area (for example, if a Dependent goes to college in another state), the Member may be able to take advantage of the CareFirst BlueChoice Away From Home Program. This Program may allow a Member who resides out of the Service Area for an extended period of time to utilize the benefits of an affiliated Blue Cross and Blue Shield HMO. This Program is not coordination of benefits. A Member who takes advantage of the Away From Home Program will be subject to the rules, regulations and plan benefits of the affiliated Blue Cross and Blue Shield HMO. If the Member makes a permanent move, he/she does not have to wait until the Annual Open Enrollment Period to change plans. Please call 000-000-0000 or visit xxx.xxxx.xxx for more information on the Away from Home Program. This attachment contains certain terms that have a specific meaning as used herein. These terms are capitalized and defined in Section A below, and/or in the Individual Enrollment Agreement to which this document is attached. These procedures replace all prior procedures issued by CareFirst BlueChoice, which afford CareFirst BlueChoice Members recourse pertaining to denials and reductions of claims for benefits by CareFirst BlueChoice. These procedures only apply to claims for benefits. Notification required by these procedures will only be sent when a Member requests a benefit or files a claim in accordance with CareFirst BlueChoice procedures. An authorized representative may act on behalf of the Member in pursuing a benefit claim or appeal of an Adverse Benefit Determination. CareFirst BlueChoice may require reasonable proof to determine whether an individual has been properly authorized to act on behalf of a Member. In the case of a claim involving Urgent/Emergent Care, a Health Care Provider with knowledge of a Member's medical condition is permitted to act as the authorized representative. SAMPLE

  • Xxxxxxxx Xxxx Xxx #000, Xxxxxx, XX 00000

  • XXXXXXS xxx xxxxxxx xxxxxo desire to modify the Pooling and Servicing Agreement as set forth in this Amendment;

  • Xxxxxx Xxxx Purchase Order and Sales Contact Email 2 Purchase Order and Sales Contact Phone 2 3 Company Website 2 4 Entity D/B/A's and Assumed Names 5 Primary Address 2 Primary Address City 7 Primary Address State 2 8 Primary Address Zip 9 Search Words Identifying Vendor 0 Certification of Vendor Residency (Required by the State of Texas)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!