Consideration other than Monetary Sample Clauses

Consideration other than Monetary. Company, its Affiliates, and Sublicensees shall have no right to sell, license or otherwise distribute Licensed Products for no consideration or in exchange for non-monetary compensation without ▇▇▇▇ ▇▇▇▇▇’s prior written consent. Upon any such approved sale, license or other distribution or disposal other than for monetary consideration or at a discounted price substantially lower than the customary price, such Licensed Product shall be deemed to be sold or used exclusively for money at the average price during the applicable reporting period generally achieved in arms’ length transactions for such Licensed Product in the country in which such sale, license or other distribution or disposal occurred when such Licensed Product is sole or use alone and not with other products (or, in the absence of such sales or licenses, at the fair market value of the Licensed.
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Consideration other than Monetary. Company and its Affiliates and Sublicensees will have no right to sell, license or otherwise distribute Products or commercialize Processes for no consideration or in exchange for non-monetary compensation without CHMC’s prior written consent. Upon any such approved sale, license or other distribution or disposal other than for monetary consideration or at a discounted price substantially lower than the customary price, such Product will be deemed to be sold or Process used exclusively for money at the average price during the applicable reporting period generally achieved in arms’ length transactions for such Product or Process in the country in which such sale, license or other distribution or disposal occurred when such Product is sold or Process used alone and not with other products (or, in the absence of such sales or licenses, at the fair market value of the Product or Process).
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Consideration other than Monetary. Company and its Affiliates will have no right to sell, lease, license or otherwise distribute Licensed Products and/or Combination Products for no consideration or in exchange for non-monetary compensation without Fred Hutch’s prior written consent. Upon any such approved sale, license or other distribution, disposal or use other than for monetary consideration or at a discounted price substantially lower than the customary price, such Licensed Product or Combination Product will be deemed to be sold exclusively for money at the average price during the applicable reporting period generally achieved in arms’ length transactions for such Licensed Product or Combination Product in the country in which such sale, license or other distribution or disposal occurred when such Licensed Product or Combination Product is sold alone and not with other products (or, in the absence of such sales, at the fair market value of the Licensed Product or Combination Product.
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Consideration other than Monetary. Upon any sale, license or other distribution or disposal other than for monetary consideration, such Developed Product shall be deemed to be sold or used exclusively for money at the average price during the applicable reporting period generally achieved in arms’ length transactions for such Developed Product in the country in which such sale, license or other distribution or disposal occurred when such Developed Product is sole or use alone and not with other products (or, in the absence of such sales or licenses, at the fair market value of the Developed Product).
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Related to Consideration other than Monetary

  • Compensation Other Than Severance Payments 4.1 If the Executive’s employment shall be terminated for any reason following a Change in Control, the Company shall pay the Executive’s full salary to the Executive through the Date of Termination at the rate in effect immediately prior to the Date of Termination or, if Section 18(n)(ii) is applicable as an event or circumstance constituting Good Reason, the rate in effect immediately prior to such event or circumstance, together with all compensation and benefits payable to the Executive through the Date of Termination under the terms of the Company’s compensation and benefit plans, programs or arrangements as in effect immediately prior to the Date of Termination (or, if more favorable to the Executive, as in effect immediately prior to the first occurrence of an event or circumstance constituting Good Reason). In addition, if the Executive’s employment is terminated for any reason following a Change in Control other than (a) by the Company for Cause and (b) by the Executive without Good Reason, then the Company shall pay a pro-rata portion of the Executive’s annual bonus for the performance year in which such termination occurs to the Executive on the later of (x) the date that annual bonuses are generally paid to other senior executives and (y) the date that is the first business day after the date that is six months after the Date of Termination. This pro-rata bonus shall be determined by multiplying the amount the Executive would have received based upon actual financial performance through such termination, as reasonably determined by the Company, by a fraction, the numerator of which is the number of days during such performance year that the Executive is employed by the Company and the denominator of which is 365. 4.2 If the Executive’s employment shall be terminated for any reason following a Change in Control, the Company shall pay to the Executive the Executive’s normal post-termination compensation and benefits as such payments become due. Such post-termination compensation and benefits shall be determined under, and paid in accordance with, the Company’s retirement, insurance and other compensation or benefit plans, programs and arrangements as in effect immediately prior to the Date of Termination or, if more favorable to the Executive, as in effect immediately prior to the occurrence of the first event or circumstance constituting Good Reason.

  • Payment of Other Obligations Obligations other than Loans, including LC Obligations and Extraordinary Expenses, shall be paid by Borrowers as provided in the Loan Documents or, if no payment date is specified, on demand.

  • Distributions Other than Spin-Offs If the Company distributes shares of its Capital Stock, evidences of its indebtedness or other assets or property of the Company, or rights, options or warrants to acquire Capital Stock of the Company or other securities, to all or substantially all holders of the Common Stock, excluding:

  • Taxes Other Than Income Taxes Upon the timely request by ▇▇▇▇▇▇▇▇▇, and at Developer’s sole expense, Connecting Transmission Owner shall appeal, protest, seek abatement of, or otherwise contest any tax (other than federal or state income tax) asserted or assessed against Connecting Transmission Owner for which Developer may be required to reimburse Connecting Transmission Owner under the terms of this Agreement. Developer shall pay to Connecting Transmission Owner on a periodic basis, as invoiced by Connecting Transmission Owner, Connecting Transmission Owner’s documented reasonable costs of prosecuting such appeal, protest, abatement, or other contest. Developer and Connecting Transmission Owner shall cooperate in good faith with respect to any such contest. Unless the payment of such taxes is a prerequisite to an appeal or abatement or cannot be deferred, no amount shall be payable by Developer to Connecting Transmission Owner for such taxes until they are assessed by a final, non-appealable order by any court or agency of competent jurisdiction. In the event that a tax payment is withheld and ultimately due and payable after appeal, Developer will be responsible for all taxes, interest and penalties, other than penalties attributable to any delay caused by Connecting Transmission Owner.

  • Admission of the Corporate Taxpayer into a Consolidated Group; Transfers of Corporate Assets (a) If the Corporate Taxpayer is or becomes a member of an affiliated or consolidated group of corporations that files a consolidated income tax return pursuant to Sections 1501 et seq. of the Code or any corresponding provisions of state or local law, then: (i) the provisions of this Agreement shall be applied with respect to the group as a whole; and (ii) Tax Benefit Payments, Early Termination Payments and other applicable items hereunder shall be computed with reference to the consolidated taxable income of the group as a whole. (b) If any entity that is obligated to make a Tax Benefit Payment or Early Termination Payment hereunder transfers one or more assets to a corporation (or a Person classified as a corporation for U.S. federal income tax purposes) with which such entity does not file a consolidated tax return pursuant to Section 1501 of the Code, such entity, for purposes of calculating the amount of any Tax Benefit Payment or Early Termination Payment (e.g., calculating the gross income of the entity and determining the Realized Tax Benefit of such entity) due hereunder, shall be treated as having disposed of such asset in a fully taxable transaction on the date of such contribution. The consideration deemed to be received by such entity shall be equal to the fair market value of the contributed asset. For purposes of this Section 7.11, a transfer of a partnership interest shall be treated as a transfer of the transferring partner’s share of each of the assets and liabilities of that partnership.