Sales of Inventory Clause Samples
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Sales of Inventory. Upon any termination of this Agreement for any reason other than the expiration of this Agreement under Section 16b or Company’s failure to cure a material breach of this Agreement under Section 16c(ii), Company, Sublicensees, Designees, and their Affiliates have the right, for one year or such longer period as the parties may reasonably agree, to dispose of Products or substantially completed Products then on hand, and to complete orders for Products then on hand (the “Inventory”), and shall pay royalties to Columbia with respect to such Inventory as though this Agreement had not terminated. Within 30 days after termination, Company shall provide Columbia with an Inventory report. If this Agreement expires under Section 16b, then Company is free after that to use the Technical Information without any further obligation to Columbia. For clarity, in the event of an expiration of this Agreement under Section 16(b) and after application of Section 16(h), all licenses granted under this Agreement will be deemed fully paid-up and Company, Sublicensees, Designees, and their Affiliates may continue to sell Inventory without any obligation to pay royalties to Columbia, Institutions or any Third Party.
Sales of Inventory. All sales of Inventory will be made in compliance with all requirements of Applicable Law.
Sales of Inventory. The Borrower may, in the ordinary course of business, at its own expense, sell, lease or furnish under contracts of sale or service, any of the Inventory normally held by the Borrower for such purpose (a sale in the ordinary course of business does not include a transfer in total or partial satisfaction of a debt), and use and consume, in the ordinary course of business, any raw materials, work-in-process or materials normally held by it for such purpose.
Sales of Inventory. So long as Borrower is not in default hereunder, Borrower shall have the right, in the regular course of business, to process and sell Borrower’s Inventory. A sale in the ordinary course of business shall not include a transfer in total or partial satisfaction of a debt.
Sales of Inventory. All sales of Inventory will be made in compliance with all requirements of applicable law, with respect to which noncompliance would have a Materially Adverse Effect.
Sales of Inventory. The Borrowers shall cause M.C.M. to be the seller-of-record of all Inventory of the Borrowers and all accounts receivable of the Business shall be due and payable solely to M.C.M.
Sales of Inventory. Subject to the rights of Agent upon the occurrence of an Event of Default, Debtor may sell Inventory in the ordinary course of its business (which does not include a transfer in full or partial satisfaction of indebtedness or a transfer for less than fair equivalent value).
Sales of Inventory. So long as there exists no Default, Inventory subject to the Liens in favor of the Agent for the benefit of the Lenders may be sold by the Borrowers in the ordinary course of business, but shall not otherwise be taken or removed from the Premises or the Mortgaged Property. If there shall occur a Default, the then Inventory shall not be sold, taken or removed, except with the Agent's prior consent and upon substitution of other Collateral in form and amount satisfactory to the Agent, in the Agent's business judgment or upon payment of an amount satisfactory to the Agent to be applied to the Obligations in such order as the Agent, in the Agent's sole discretion, may determine.
Sales of Inventory. Permit more than thirty five percent (35%) of sales of inventory of the Company and its consolidated Subsidiaries (excluding sales by the Company to Subsidiaries or by Subsidiaries to the Company or to other Subsidiaries) during any consecutive twelve (12)-month period to represent sales of inventory by any Person other than the Company.
Sales of Inventory. For not more than 31 days after the Closing but prior to physical transfer of the Inventory in accordance with Schedule 1.9, Genzyme shall continue to accept purchase orders for the Genzyme Products, including purchase orders placed by R&D for shipment to third parties and purchase orders placed directly with Genzyme by third parties, and to fill such purchase orders from the Inventory ("Inventory Sales"). Genzyme shall not be obligated to accept or fill any orders that cannot be satisfied from the Inventory or from production manufactured at the request of R&D pursuant to Section 10.2. Genzyme shall issue invoices for such Inventory sales and shall collect payment of such invoices. The amounts of all such invoices shall be credited against the next Royalty payment due under Section 8.1. Within 10 days of the end of such period, Genzyme shall provide to R&D a written statement showing in reasonable detail the amount of such invoices. Genzyme shall keep books and records in sufficient detail to enable R&D to verify the accuracy of the report it provided to R&D and shall retain such records for three years from the end of such period. Upon reasonable notice and during regular business hours, Genzyme shall make available such records for audit by an independent agent selected by R&D to verify the accuracy of the report provided by it to R&D.