Pre-Existing Agreements Clause Samples

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Pre-Existing Agreements. Promptly after the Closing Date, Amgen shall assign the Pre-Existing Agreements to Company, to the extent it has the right under such agreement(s) to do so (and will use commercially reasonable efforts to obtain any required consents). Until the effective date of such assignment or sublicense, as applicable, (a) Company agrees to perform, or assist Amgen in performing, Amgen’s obligations under such agreement, and (b) Amgen agrees to use reasonable efforts to provide Company with any rights Amgen receives under such agreement and sublicense, as applicable.
Pre-Existing Agreements. Participating Facilities should seek to obtain needed resources through existing agreements and contracts prior to seeking resources through the LTC-MAP.
Pre-Existing Agreements. All pre-existing Mutual Law Enforcement Assistance Agreements between the Parties are rescinded, revoked and superseded by the terms and conditions of this Agreement.
Pre-Existing Agreements. Each Party represents and warrants to the other Party that neither the execution and the delivery of nor the consummation of the transactions contemplated in this Agreement, shall conflict with, result in a breach of, constitute a default under, any other agreements to which the Party making such representation is a party.
Pre-Existing Agreements. (a) Within ***** (**) **** following the Effective Date, Customer shall pay all Undisputed amounts due under the 2013 Master Agreement. Upon the Effective Date, the 2013 Master Agreement (including any licenses, perpetual or otherwise, granted therein) shall immediately terminate and the Parties shall have no further rights, duties or obligations under such 2013 Master Agreement (subject to the survival clause set forth in such 2013 Master Agreement). The Parties further agree that upon the Effective Date, the terms and conditions related to CSG’s offering of its Products and Services to Customer, Customer’s purchase of such Products and Services and the treatment of each Party’s Confidential Information shall be governed by this Agreement. (b) Customer and CSG further agree that each of the Ancillary Agreements executed prior to the Effective Date and listed in Schedule J (the “Prior Ancillary Agreements”) shall be deemed executed under and subject to the terms and conditions of this Agreement. If after the Effective Date the Parties identify an Ancillary Agreement that should be given full force and effect under this Agreement but was not included in Schedule J, the Parties agree to amend Schedule J to identify such additional Ancillary Agreement(s) as a Prior Ancillary Agreement and give such Ancillary Agreement full force and effect from the Effective Date as if it was initially listed in Schedule J. Each Prior Ancillary Agreement, including any amounts earned but not yet billed as of the Effective Date, shall be invoiced in accordance with this Agreement, unless such Prior Ancillary Agreement provides terms that conflict with this Agreement. In the event of a conflict, the (i) payment terms of the Prior Ancillary Agreement shall prevail over the terms of this Agreement and shall remain in full force and effect until naturally expiring by their terms, and (ii) terms of Section 5.4 (Adjustment to Fees) of this Agreement shall prevail over the terms of the Prior Ancillary Agreement. Customer agrees to make payment of the fees and CSG agrees to perform its obligations provided in any outstanding Prior Ancillary Agreement provided in Schedule J or those not included but surviving the 2013 Master Agreement by their nature pursuant to this Agreement. (c) The Parties acknowledge that termination of the 2013 Master Agreement and entering into this Agreement shall not affect the terms of that certain Common Stock Purchase Warrant with an Issue Date of July 25, ...
Pre-Existing Agreements. Pre-existing agreements, or annexes between components of DHS, elements of DOT, or elements of NRC, such as the MOU between DHS and DOT dated September 28, 2004, or the MOU between DOT and NRC dated July 2, 1979, are not superseded by this MOU, and remain in effect until rescinded, modified, or incorporated into annexes to this MOU. DOT, DHS and NRC will review these pre-existing agreements to determine whether to amend, continue, or revoke them.
Pre-Existing Agreements. In the event that Seller becomes aware of any Pre-Existing Agreement that it inadvertently failed to schedule on Schedule 8.2(a)(iv), Seller will promptly notify Purchaser and amend Schedule 8.2(a)(iv) accordingly.
Pre-Existing Agreements. 24.1 The Purchaser acknowledges that he is aware that it is the intention to ensure a high standard development with technologically advanced systems and amenities forming part of the development scheme. 24.2 It is recorded that the Developer has entered into various agreements with service providers in respect of improvements and amenities appurtenant and ancillary to the Scheme, including but not limited to a customised photovoltaic solar and hybrid battery system. 24.3 This Agreement is subject thereto that the Purchaser binds himself to the agreement relating to the said photovoltaic solar and hybrid battery system by signing and accepting the conditions contained in the Deed of Adherence attached hereto and marked as Annexure 2.
Pre-Existing Agreements. The exclusive license rights granted to Sanofi pursuant to Section 9.1 (Exclusive Licenses Granted to Sanofi) includes certain rights sublicensed from Third Parties under the Pre-Existing Agreements and shall be subject to the terms and conditions of such Pre-Existing Agreements, where applicable.
Pre-Existing Agreements. Notwithstanding any provision to the contrary contained in any agreement between any member of the Liberty Mutual Affiliated Group, on the one hand, and Agency Markets or any of its Subsidiaries, on the other hand, including each agreement identified on Schedule 8.1 hereto, (each a “Pre-Existing Agreement”), Liberty Mutual shall not, and shall cause the other members of the Liberty Mutual Affiliated Group not to, terminate any Pre-Existing Agreement, if such termination would be without cause prior to December 31, 2010. Notwithstanding the foregoing, any Pre-Existing Agreement may be terminated at any time (x) for cause as set forth in such Pre-Existing Agreement or (y) by mutual agreement of the parties.