Effects of Termination of this Agreement Clause Samples

Effects of Termination of this Agreement. Upon termination of this Agreement by BMS under Section 13.2(a) or by CytomX under Section 13.3, or Section 13.5 or the substitution of a Collaboration Target with a Substitute Target under Section 3.3 (except as the application of such Sections may be limited as provided in a given subsection of this Section 13.6), the following shall apply with respect to the terminated Collaboration Targets (in addition to any other rights and obligations under this Agreement with respect to such termination).

Effects of Termination of this Agreement. 10.3.1 Effect of Termination prior to completion of the Phase 1 clinical trial with the Product as described in Section 2.8.3. a. In the event of termination by XENCOR according to Section 10.2.1 prior to completion of the Phase 1 clinical trial with the Product as described in Section 2.8.3 for technical and/or scientific reasons, XENCOR shall have no obligation to pay BII any or all of the Total Amount. For the avoidance of doubt, in such case, XENCOR may not use the Process outside BII, except as otherwise agreed in writing by XENCOR and BII. b. In the event of termination by XENCOR according to Section 10.2.1 prior to completion of the Phase 1 clinical trial with the Product as described in Section 2.8.3. for any other reason than the reasons set forth under Section 10.3.1.a the Total Amount shall be limited to all non-cancellable expenses reasonably incurred by BII in accordance with the Project Plan prior to such termination in respect of the purchase of supplies or raw materials, and reasonable wind-down costs not to exceed sixty (60) days. BII shall mitigate all wind-down costs and non-cancellable expenses to the extent possible. Campaigns cancelled shall be paid as provided for in Section 4.2 above. For the avoidance of doubt, in such case, XENCOR many not use the Process outside BII, except as otherwise agreed in writing by XENCOR and BII. c. In the event of termination by BII according to Section 10.2.1 prior to completion of the Phase 1 clinical trial with the Product, XENCOR shall have no obligation to pay BII any or all of the Total Amount. The use of the Process is subject to Section 5.2.3, 5.2.4 and 5.2.5. d. In all of the foregoing cases a.-c., at the request of XENCOR and to the extent available at BII, BII shall destroy the Material or deliver the Material to XENCOR at XENCOR’s cost and shall promptly return all XENCOR Confidential Information and Know-How to XENCOR; except for a copy and/or sample of each material for documentation purposes only, which shall remain to the confidentiality and non-use provisions in Section 9, and shall refrain from using the Material. Except for the foregoing, BII’s responsibility to keep and store the Material and any other materials shall terminate one hundred eighty (180) days after expiration or termination of the respective Project or this Agreement. In the foregoing cases a.-c., XENCOR shall promptly return all BII Confidential Information and Know-How to BII, except for a single copy and/or sample ...

Effects of Termination of this Agreement. 15.1 The remuneration paid remains with the Marketer. In addition, the Marketer is entitled to the payment of remunerations for which he/she fulfilled the conditions under the Compensation Plan at the time of termination of this Agreement. 15.2 Unless otherwise agreed, payments made by the Marketer shall not be refunded. The costs incurred are not refunded to the Marketer.

Effects of Termination of this Agreement. Upon termination of this Agreement, Licensee shall immediately cease use and distribution of the Software. Upon termination due to material breach by Licensee, Rocketfarm may contact and reach agreements with Licensee’s End Customers as to the End Customers continued use of the Software. Upon termination, the Parties shall remove, delete or otherwise destroy any of the other Party’s material that it has received, copied or otherwise obtained, including but not limited to Confidential Information. Section 2, 8, 10 and 13 shall survive the termination of this Agreement. The termination of this Agreement shall not affect the potentially perpetual Licenses to any particular Product where an integration has been made in accordance with clause 3.2. Such historical integrations and a License to use such integrated Products, shall continue to endure until terminated in accordance with clause 11.2. Upon termination in accordance with clause 11.2, clause 11.3.2 shall apply.

Effects of Termination of this Agreement. The following will apply in the event of (1) a termination of this Agreement in full or (2) in the event of a termination with respect to a Development Candidate or Product, on a Development Candidate-by-Development Candidate or Product-by-Product basis, with respect to such Development Candidate or Product but not any other Development Candidate or Product. For clarity, any termination of this Agreement with respect to a Product or Development Candidate will result in the termination of the applicable Collaboration Antigen.

Effects of Termination of this Agreement. If one or more Project Agreements are in force at the termination of this Agreement, the Parties agree to discuss in good faith the completion or wind-down of Projects comprised by such Project Agreement(s) in accordance with the provisions set forth below, unless mutually agreed otherwise between the Parties. 15.5.1 If the Parties agree that one or more ongoing Projects should be completed, such completion shall, without prejudice to ArcherDX’s other compensation and remedies under this Agreement, be subject to the payments agreed in the applicable Project Agreement. 15.5.2 Upon the later of the termination of this Agreement or any Project Agreement, both Parties shall either destroy or return to each other all Confidential Information that has been provided by each Party to the other (except for one copy which may be retained for archival purposes) and any other property of the other Party or paid for by such other Party provided to the other Party under this Agreement or any Project Agreement. 15.5.3 Termination of this Agreement shall not affect any rights and obligations of the Parties that accrued prior to termination.

Effects of Termination of this Agreement. 12.2.1 Upon termination of this Agreement pursuant to any provision under Article 12.1, the rights and obligations of the Parties hereunder shall cease. For the avoidance of doubt, the termination of this Agreement shall not affect any Liability for Breach of Contract and liability for damages that have accrued under this Agreement prior to its termination. The breaching party shall remain obligated to compensate the non-breaching party in accordance with the relevant provisions, and the non-breaching party shall retain the right to receive compensation or other legal remedies under this Agreement. The application of Articles 12.2.2, 12.2.3, and 12.2.4 shall not affect the simultaneous application of this Article 12.2.1. 12.2.2 In the event of termination of this Agreement pursuant to Article 12.1.1, the Transferor shall, within seven (7) business days from the date of termination of this Agreement, refund to the Transferee (i) the ▇▇▇▇▇▇▇ Money after deducting the costs and expenses incurred by the Transferor for this equity transfer (“Transferor Costs,” including but not limited to Structural Adjustment, cooperation with due diligence, engagement of intermediary institutions, and other related costs and expenses); and (ii) all other Equity Transfer Price already paid by the Transferee. If the ▇▇▇▇▇▇▇ Money is insufficient to cover the Transferor Costs, the Parties shall separately negotiate the amount to be refunded. 12.2.3 In the event that this Agreement is terminated pursuant to Article 12.1.3 or Article 12.1.4, the Transferor shall, within seven (7) business days from the date of termination, refund in full to the Transferee any Equity Transfer Price (including the ▇▇▇▇▇▇▇ Money) already paid. 12.2.4 Except for the circumstances stipulated in Article 12.1, if the Transferee unilaterally terminates this Agreement, the Transferor shall, within seven (7) business days from the date of termination of this Agreement and receipt of the Transferee’s written request, refund to the Transferee the Equity Transfer Price already paid by the Transferee (however, if the Target Company has commenced the matters involved in Article 3.3.4, the Transferor may first deduct the actual losses of the Transferor as mutually confirmed by both parties), but the ▇▇▇▇▇▇▇ Money need not be refunded.

Effects of Termination of this Agreement. Upon any termination of this Agreement in its entirety, Parties shall have the respective rights and duties set forth under Article 12 of Manufacturing, Marketing and Sales Agreement.

Effects of Termination of this Agreement. Upon any termination of this Agreement, in its entirety or on a country-by-country or Licensed Product-by-Licensed Product basis: