Responsible Employee of Seller definition

Responsible Employee of Seller means any employee of Seller referred to in the definition of “Knowledge of Seller” and any successor to such employee.
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Examples of Responsible Employee of Seller in a sentence

  • Promptly [***] following a Responsible Employee of Seller becoming aware of a breach of the License Agreement by the Licensee that would reasonably be expected to adversely affect in any material respect (i) the value of the Purchased Receivables (including the timing, amount or duration thereof) or (ii) [***], Seller shall provide notice of such breach to Purchaser.

  • In the event that Purchaser or a Responsible Employee of Seller becomes aware of any Infringement (as defined in Section 10.2.1 of the License Agreement) of any of the Listed Patents (“Specified Infringement”), then promptly [***] following Purchaser or such Responsible Employee of Seller, respectively, becoming aware of such Specified Infringement, Purchaser or Seller, respectively, shall inform the other party hereto of such Specified Infringement.

  • Promptly following a Responsible Employee of Seller becoming aware of any Person becoming a Royalty Party (other than pursuant to Section 8.5(a), and other than Purchaser becoming a Royalty Party upon consummation of the Closing), Seller will send Purchaser a written notice setting forth the identity of such Royalty Party and the amount of such Royalty Party’s Percentage Interest.

  • If Seller shall, notwithstanding the provisions of the License Agreement, the Escrow Agreement and the Licensee Instruction Letter, receive from the Licensee, the Escrow Agent or any other Person any Purchased Receivables, Seller shall promptly [***] following the date on which a Responsible Employee of Seller becomes aware of the receipt by Seller of such Purchased Receivables, remit to Purchaser such Purchased Receivables.

  • If Seller has the right pursuant to applicable Law to institute suit or other legal proceedings to defend any of the Specified Collaboration Patents against any CP Invalidity Claim, then promptly (and in any event within five Business Days) following a Responsible Employee of Seller becoming aware of such right of Seller, Seller shall provide notice of such right to Purchaser.

  • Promptly, and in any event within five (5) Business Days, following a Responsible Employee of Seller becoming aware of a breach of the APA by Rayner Surgical that would reasonably be expected to adversely affect in any material respect the Purchased Receivables (including the timing, amount or duration thereof) or the APA Omidria Provisions (such breach, a “Related Breach”), Seller shall provide notice of such Related Breach to Purchaser.

  • In the event that Purchaser or a Responsible Employee of Seller becomes aware of any potential Competitive Infringement of any Listed Patents by a third party, then promptly (and in any event within [****] Business Days) following Purchaser or such Responsible Employee of Seller, respectively, becoming aware of such Competitive Infringement, Purchaser or Seller, respectively, shall inform the other party hereto of such Competitive Infringement.

  • If Seller shall, notwithstanding the provisions of the License Agreement, the Escrow Agreement and the Licensee Instruction Letter, receive from the Licensee, the Escrow Agent or any other Person any Purchased Receivables, Seller shall promptly (and in any event no later than [****] Business Days) following the date on which a Responsible Employee of Seller becomes aware of the receipt by Seller of such Purchased Receivables, remit to Purchaser such Purchased Receivables.

  • If Seller shall, notwithstanding the provisions of the Rayner Surgical Instruction Letter and the Escrow Agreement, receive from Rayner Surgical, the Escrow Agent or any other Person any Purchased Receivables, Seller shall promptly, and in any event no later than five (5) Business Days, following a Responsible Employee of Seller becoming aware of the receipt by Seller of such Purchased Receivables, remit to Purchaser such Purchased Receivables.

  • Promptly, and in any event within five (5) Business Days, following a Responsible Employee of Seller becoming aware of a breach of the APA by Rxxxxx Surgical that would reasonably be expected to adversely affect in any material respect the Purchased Receivables (including the timing, amount or duration thereof) or the APA Omidria Provisions (such breach, a “Related Breach”), Seller shall provide notice of such Related Breach to Purchaser.

Related to Responsible Employee of Seller

  • Responsible Employee means an Employee (including a contract, temporary, or leased Employee) of the Health FSA Component or of the Employer whose duties (1) require that the Employee have access to PHI for purposes of Payment or Health Care Operations; or (2) make it likely that the Employee will receive or have access to PHI. Persons designated as Responsible Employees are described in Section 10.03. A Responsible Employee shall also include any other Employee (other than a designated Responsible Employee) who creates or receives PHI on behalf of a Health FSA Component, even though the Employee’s duties do not (or are not expected to) include creating or receiving PHI. Responsible Employees are within the Employer’s HIPAA firewall when they perform Health FSA Component functions.

  • Responsible Person means any person other than the registered owner of an immovable property who is legally responsible for the payment of municipal service charges.

  • Responsible Vendor means a vendor with adequate financial resources (or the ability to obtain such resources), who can comply with the delivery requirements, and who is a qualified and established firm regularly engaged in the type of business that provides the goods and/or services herein.

  • Responsible Party means a public or private body or any other person which, alone or in conjunction with others, determines the purpose of and means for processing personal information, as defined in POPI.

  • Responsible public entity means a public entity that has the power to develop or operate the applicable qualifying project.

  • Responsible individual means an individual who is employed by a licensee and has principal managerial authority over the provision of money services by the licensee in this state.

  • Ongoing employee means an employee who has been employed for at least one complete standard measurement period.

  • Seller Benefit Plan means each Benefit Plan sponsored, maintained or contributed to by Seller or any of its Subsidiaries or with respect to which Seller or any of its Subsidiaries is a party and in which any Employee is or becomes eligible to participate or derive a benefit.

  • Seller Employee Plan means any plan, program, policy, practice, Contract or other arrangement providing for compensation, severance, termination pay, deferred compensation, performance awards, stock or stock-related awards, fringe benefits or other employee benefits or remuneration of any kind, whether written, unwritten or otherwise, funded or unfunded, including each "employee benefit plan," within the meaning of Section 3(3) of ERISA (whether or not ERISA is applicable to such plan), that is or has been maintained, contributed to, or required to be contributed to, by the Seller or any Seller Affiliate for the benefit of any Seller Employee, or with respect to which the Seller or any Seller Affiliate has or may have any liability or obligation, except such definition shall not include any Seller Employee Agreement.

  • Medical Benefits Schedule means the Medicare Schedule of Benefits produced by the Department of Health to which all fees and benefits relate for inpatient hospital services.

  • Responsible Parties means all Retailers and Customers, including Transmission Load Customers, Distribution Load Customers, DG Customers, MG Customers or agents of the foregoing;

  • Seller Group Member means (a) Seller and its Affiliates, (b) directors, officers and employees of Seller and its Affiliates and (c) the successors and assigns of the foregoing.

  • Seller Benefit Plans has the meaning set forth in Section 4.8(a).

  • Responsible Entity means Pendal Fund Services Limited ABN 13 161 249 332, AFSL 431426;

  • Buyer Benefit Plans has the meaning set forth in Section 6.10(f).

  • responsible Minister , in relation to a scheme, means the Minister to whom the administration of the relevant scheme Act is for the time being committed by the Governor;

  • Pharmacy benefit manager means a person, business or other

  • Seller Employees shall have the meaning ascribed thereto in Section 7.4(a) hereof.

  • Designated Employer Representative (DER) means a designated school district representative authorized to take immediate action to remove employees from safety-sensitive duties, to make required decisions in the testing and evaluation process, and to receive test results and other communications for the school district.

  • Employee Transfer Date means in respect of any particular Transferring Employee the date on which the part of the Services to which they are assigned transfers from the Previous Contractor to the Contractor;

  • Company Employee Agreement means each management, employment, severance, retention, transaction bonus, change in control, consulting, relocation, repatriation or expatriation agreement or other Contract between: (a) any of the Company Entities or any Company Affiliate; and (b) any Company Associate, other than any such Contract that is terminable “at will” (or following a notice period imposed by applicable Legal Requirements) without any obligation on the part of any Company Entity or any Company Affiliate to make any severance, termination, change in control or similar payment or to provide any benefit.

  • at the individual request of a recipient of services means that the service is provided through the transmission of data on individual request.

  • Purchaser Benefit Plans has the meaning set forth in Section 8.7(d).

  • Business Employee means any individual employed by Seller in or in connection with the Business.

  • New employee orientation means the onboarding process of a newly hired public employee, whether in person, online, or through other means or mediums, in which employees are advised of their employment status, rights, benefits, duties and responsibilities, or any other employment-related matters.

  • Contract employee means an employee performing services under a PEO services contract or temporary help services contract.