Examples of Buyer Territory in a sentence
The Borrowers will maintain the Administrative Agent as its principal depository bank, including for the maintenance of operating, administrative, cash management, collection activity, and other deposit accounts for the conduct of its business.
Each Party shall give the other Party reasonable written notice prior to any changes to the process of Manufacturing Supplied Product for sale in the Buyer Territory that are required by cGMP or other applicable Law (collectively, “Required Manufacturing Changes”).
From and after the Closing Date, (i) Buyer shall conduct all federal and state government price reporting for Product bearing Buyer NDC Number in the Buyer Territory (i.e., Best Price, AMP, PHS 340(b) Ceiling Price, quarterly NFAMP, annual NFAMP and state reporting) in accordance with all applicable Laws and (ii) Merck shall conduct all federal and state government price reporting for Product bearing Merck NDC Number sold by Merck or Buyer or Inspire in the Buyer Territory.
Seller shall cause its Affiliates, licensees, Sublicensees and distributors to notify Seller of any receipt of any orders for the Product in the Buyer Territory.
Either Party may terminate this Agreement upon [***] days’ prior written notice to the other Party, in the event that Governmental Authorities cause the withdrawal of the Product from every jurisdiction in the Buyer Territory.
To Seller’s Knowledge, the Manufacturing of the Product as Manufactured on the Execution Date does not and will not infringe or misappropriate any Third Party’s intellectual property rights in the Buyer Territory or in the location(s) where Product is Manufactured as of the Execution Date or constitute unfair competition or an unfair trade practice under applicable Law.
Nothing herein shall prevent either Party from taking such action that is required by applicable Law or regulation, taking into account the reasonable concerns of the other Party as it relates to Supplied Product or Purchased Inventory inside or outside the Buyer Territory.
As between Seller and Buyer, Seller shall be responsible for the registration, prosecution and maintenance of the Licensed Trademarks in the Buyer Territory.
The Net Sales Report for the fourth Calendar Quarter of each Calendar Year also shall include the aggregate gross sales of Product and any Other Products and Net Sales in the Buyer Territory for such Calendar Year.
Seller and its Affiliates have made all necessary material filings and received all necessary material approvals and consents for the conduct of such Phase IV clinical trials and 2.5 mg Clinical Trials from the necessary Governmental Authorities and, to Seller’s Knowledge, there is no Litigation pending or threatened by such Governmental Authorities to suspend or terminate any ongoing clinical trials for the Product or the 2.5 mg Dosage Strength in the Buyer Territory.