By Moderna Sample Clauses

By Moderna. MODERNA hereby represents and warrants to LONZA as of the Effective Date that, to the best of its knowledge, ((a)) it has the requisite intellectual property related to the MODERNA Technology and MODERNA Manufacturing Know-How to enable the performance of LONZA’s obligations under this Agreement, and ((b)) the performance of the Services and the production by LONZA of the Product as contemplated in this Agreement will not infringe the intellectual property rights of any Third Party. Such representation and warranty will not apply to any LONZA Equipment to the extent that such LONZA Equipment is the sole basis for the infringement of the intellectual property rights of a Third Party.
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By Moderna. Moderna agrees to defend CytomX, its Affiliates and their respective directors, officers, employees and agents (the “CytomX Indemnified Parties”), at Moderna’s cost and expense, and will indemnify and hold CytomX and the other CytomX Indemnified Parties harmless from and against any Losses in connection with any Third Party Claims to the extent arising out of or resulting from [***]; except, in each case, to the extent such Losses result from clause (a), (b) or (c) of Section 10.1.1 (Indemnity—By CytomX). 37
Sample 1
By Moderna. Subject to Section 10.1.3 (Procedure), Moderna shall defend, indemnify and hold harmless Metagenomi, its Affiliates, and their respective directors, officers, employees and agents (each, an “Metagenomi Indemnitee”) from and against any and all Losses to which any Metagenomi Indemnitee may become subject as a result of any Claim to the extent such Losses arise out of: (a) the gross negligence or willful misconduct of Moderna or its Affiliates in connection with its activities under this Agreement; or (b) the breach of this Agreement by Moderna or the breach of representations, warranties and covenants made hereunder by Moderna; except, in each case, to the extent such Losses result from (i) matters subject to clause (a) or (b) of Section 10.1.1 (By Metagenomi) or (ii) an Metagenomi Indemnitee’s negligence.
Sample 1
By Moderna. Subject to Section 10.3, Moderna shall defend, indemnify and hold harmless Immatics, its Affiliates and their respective directors, officers, employees and agents (each an “Immatics Indemnitee”) from and against any and all Losses to which any Immatics Indemnitee may become subject as a result of any Claim to the extent such Losses arise out of: [**]; except, in each case, [**].
Sample 1
By Moderna. Without limiting Section 10.2 of the CLA and subject to Section 10.3 of the CLA, Moderna shall defend, indemnify and hold harmless each Immatics Indemnitee from and against any and all Losses to which any Immatics Indemnitee may become subject as a result of any Claim to the extent such Losses arise out of: (a) the conduct of Moderna’s Research Program Activities, to the extent such conduct is not in accordance with the Research Plan or Applicable Law, (b) a claim of infringement of intellectual property rights of a Third Party arising from the use of the Moderna Product in connection with the Combination Therapy Trial, (c) any breach by Moderna of any provision of this Project Agreement, (d) any injury to a subject in the Combination Therapy Trial to the extent that such injury relates to the Moderna Product, (e) the use by Moderna, its Affiliates, contractors or Sublicensees of Combination Therapy Data, Moderna Data, Moderna Study Inventions, Moderna Study Patents, Combination Therapy Inventions and Combination Therapy Patents, or (f) the Exploitation of Moderna Products outside of this Project Agreement, except, in each case, to the extent such Losses result from matters subject to clause (a)–(f) of Section 11.1.
Sample 1

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  • Contract Database Metadata Elements Title: Great Neck Union Free School District and Great Neck Teachers Association (2011) Employer Name: Great Neck Union Free School District Union: Great Neck Teachers Association Local: Effective Date: 07/01/2011 Expiration Date: 06/30/2015 PERB ID Number: 5137 Unit Size: Number of Pages: 123 For additional research information and assistance, please visit the Research page of the Catherwood website - xxxx://xxx.xxx.xxxxxxx.xxx/library/research/ For additional information on the ILR School - xxxx://xxx.xxx.xxxxxxx.xxx/ TABLE OF CONTENTS ARTICLE # TITLE PAGE # Preamble 4 Article 1 Professional Commitment 5 Article 2 Adult Education 5 Article 3 Amendments 5 Article 4 Association Rights 5 Article 5 Board Administration Association Relationship and Procedures 9 Article 6 Chaperoning and Supervising Extra Curricular Activities 15 Article 7 Class Size 15 Article 8 Compensation for Extra Duties 17 Article 9 Compensation for Financial Loss 19 Article 10 Compensation for Special Trips 19 Article 11 Conferences Administrator Teacher 19 Article 12 Conformity to Law 21 Article 13 Curriculum & Faculty Development 21 Article 14 Department Head and Administrative Teacher Positions 27 Article 15 Duration of Agreement 32 Article 16 Duties & Responsibilities of Teachers 32 Article 17 Duties & Responsibilities of Hourly Compensated Teaching Faculty 43 Article 18 Elementary (K-5) Classroom Preparation 45 Article 19 Equal Opportunity 45 Article 20 Excessing Procedures in Schools 46 Article 21 Exchange of Proposals 46 Article 22 Federal-State Supported Programs 47 Article 23 Flexibility 47 Article 24 Grievance Procedure 48 Article 25 Group Health Insurance 54 Article 26 Inservice Institute 56 Article 27 Benefit Trust Fund 59 Article 28 Jury Duty 60 Article 29 Just Cause 60 Article 30 Leaves (General) 61 Article 31 Leaves (Adoptive) 62 ARTICLE # TITLE PAGE # Article 32 Leaves (Dependency) 63 Article 33 Leaves (Child Care) 64 Article 34 Leaves (Personal) 64 Article 35 Leaves (Xxxx & Bereavement) 65 Article 36 Legal Assistance 69 Article 37 Paraprofessionals 69 Article 38 Participation of Teaching Faculty in other Organizations 70 Article 39 Payroll Deduction Plans 70 Article 40 Personnel Files 71 Article 41 Planned Heterogeneous Teaching Groups in Elementary Schools 72 Article 42 Professional Placement & Evaluation of Teaching Faculty 73 Article 43 Professional Time 82 Article 44 Qualifications of Teachers 82 Article 45 Recognition 83 Article 46 Salary Schedule 84 Article 47 Salary Schedule Conditions 85 Article 48 Selection of Department Heads 91 Article 49 SIR, Hourly TESL, HB and Externally Funded Professionals 91 Article 50 Social Security 94 Article 51 Status of Agreement 94 Article 52 Summer Scholarships 94 Article 53 Summer School 95 Article 54 Summer Workshops 96 Article 55 Superintendent's Conference Days 96 Article 56 Supervision of Student Teachers or Interns 97 Article 57 Termination of Employment Annually Compensated Teaching Faculty 97 Article 58 Termination of Employment SIR, Hourly TESL, HB and Externally Funded Professionals 98 Article 59 Terminology 99 Article 60 Work Year for Teachers 100 ARTICLE # TITLE PAGE # Appendix A1 Payroll Deduction Authorization 101 Appendix A2 Dues and Vote/Cope Payroll Deduction Authorization 102 Appendix B Paraprofessional Allocation 103 Appendix C1 Teachers Salary Schedule 0000-0000 000 Appendix C2 Teachers Salary Schedule 0000-0000 000 Appendix C3 Teachers Salary Schedule 0000-0000 000 Appendix C4 Teachers Salary Schedule 0000-0000 000 Appendix D1 Hourly Salary Schedule 0000-0000 000 Appendix D2 Hourly Salary Schedule 0000-0000 000 Appendix D3 Hourly Salary Schedule 0000-0000 000 Appendix D4 Hourly Salary Schedule 0000-0000 000 Appendix E1 School Nurses Salary Schedule 0000-0000 000 Appendix E2 School Nurses Salary Schedule 0000-0000 000 Appendix E2 School Nurses Salary Schedule 0000-0000 000 Appendix E2 School Nurses Salary Schedule 0000-0000 000 Appendix OT1 Occupational Therapy Salary Schedule 0000-0000 000 Appendix OT2 Occupational Therapy Salary Schedule 0000-0000 000 Appendix OT3 Occupational Therapy Salary Schedule 0000-0000 000 Appendix OT4 Occupational Therapy Salary Schedule 0000-0000 000 Appendix F Extra Compensation Schedule 113 Appendix F1 Extra Compensation Schedule for Coaching 115 Appendix F2 Activity Index 118 PREAMBLE WHEREAS, pursuant to Article 14 of the Civil Service Law of the State of New York the Great Neck Teachers Association is recognized as the exclusive bargaining agent for all members of the bargaining unit as hereinafter defined.

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