As of the Effective Date. (a) Zymeworks has not received any written notice of any threatened claims or litigation seeking to invalidate or otherwise challenge the Zymeworks Patent Rights or Zymeworks’ rights therein; and (b) Zymeworks is not aware of any pending or threatened action, suit, proceeding or claim by a Third Party asserting that Zymeworks is infringing or has misappropriated or otherwise is violating any patent, trade secret or other proprietary right of any Third Party as would reasonably be expected to result in a material adverse effect upon the ability of Zymeworks to fulfill any of its obligations under this Agreement;
As of the Effective Date. Section 1.1 of the Original Agreement shall be deleted in its entirety and the following shall be inserted in its place and stead:
As of the Effective Date. Section 1.1 of the Lease shall be deleted in its entirety and replaced with the following:
As of the Effective Date. Section A.1 of the Agreement shall be amended by adding the following provision: Notwithstanding the foregoing, in the event that Optionee resigns from employment with the Company, all shares subject to this Option shall vest immediately and such Option shall be fully exercisable as of the expiration of the revocation right contained in the agreement between Optionee and the Company that governs such resignation.
As of the Effective Date. (a) NBDC Bank shall be merged into Xxxxx Bank and be continued in the Resulting Institution.
As of the Effective Date the Parties acknowledge that the Telephone Exchange Service Traffic exchanged between the Parties both directly and indirectly falls has already been established as falling within the Traffic Balance Threshold. Accordingly, each Party hereby consents that, notwithstanding the existence of a stated Telephone Exchange Service Rate in the Pricing Sheet to this Agreement, there will be no billing between the Parties for Telephone Exchange Service usage on a going forward basis unless otherwise agreed to by both Parties in writing. 6.3.8
As of the Effective Date. Defendants shall cease reporting negative information regarding the Loan to the major credit reporting agencies (the “CRAs”). Plaintiff acknowledges that the Defendants have no obligation to delete or otherwise alter past reporting to CRAs. Defendants are not responsible for actions taken by the CRAs or the CRAs failure to timely or accurately report information regarding the Loan. Plaintiff expressly acknowledges that the Defendants do not own or control the CRAs (which are separate entities) and is not responsible for what actions or inactions they take regarding the Loan. Plaintiff agrees that it is Plaintiff’s responsibility to contact the CRAs to verify that they have accurately reported credit information regarding the Loan and that no cause of action can or will be stated, including any for breach of this Agreement, against Defendants in the event any CRA fails to accurately report Plaintiff’s credit history. Plaintiff expressly acknowledges that he understands the limitations of Defendants in this regard, and that any action, inaction, omission and/or error by the CRAs is not and shall not be attributable to Defendants in any way.
As of the Effective Date. As of the Effective Date, each of the Members hereby makes each of the representations, warranties and covenants applicable to such Member as set forth in this Section 5.15(a) (which shall survive the execution of this Agreement) which shall be for the benefit of the Company and other Members: