Consequences of Expiration and Termination. Upon the termination of this Agreement for any reason pursuant to Clauses 6.02‐6.05, Registrant and its Affiliates shall immediately cease the manufacture, procurement and Sale of Scope Products manufactured by an unreleased manufacturer (including but not limited to Registrant and any of its Affiliates). Further, upon any expiration or termination of this Agreement, any and all amounts outstanding hereunder shall become immediately due and payable. Within 30 days following the expiration or termination of this Agreement, Registrant shall submit to Philips a final certified Royalty Reporting Form on the number of Scope Products in stock at the time of expiration or termination of this Agreement. Royalties, calculated in accordance with Section 2, shall be due and payable for all Scope Products manufactured prior to but remaining in stock with Registrant on the date of expiration or termination of this Agreement. Philips shall e‐mail a Limited Release document along with a copy of said final Royalty Reporting Form to Registrant’s Royalty Reporting Contact within 30 days of the last to be received of (i) said final Royalty Reporting Form and (ii) payment in full of the Balance Due (and all interest due thereon).
Consequences of Expiration and Termination. After normal expiration (but not termination) of the Agreement in accordance with article 10.1, then Licensee shall have an irrevocable, fully paid-up, royalty-free, non-exclusive license on Know-How in the Fields. Should the present Agreement be terminated before the normal expiration term, Inserm Transfert and/or Inserm shall be free to exploit the Licensed Subject Matter as is sees fit (except in case of sublicenses, as hereafter mentioned at the present Article) and Licensee shall cease and shall cause its Affiliates to cease practicing the Patent Rights and using the Know-How. Without prejudice to the generality of the foregoing, in the event of termination, Licensee and its Affiliates shall have the right to dispose of any [**] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. existing inventory of Products for [**] months following any such termination; provided, however, that Licensee (i) shall provide Inserm Transfert with a Products inventory statement at the expiration or termination date and (ii) shall have fully complied to the provisions of Article 4 hereof. Further, in the event of termination of the present Agreement, Sublicenses may be handled as described in Article 2.2. In addition, following any termination or expiration and upon Inserm Transfert’s instructions Licensee agrees to return or destroy all Confidential Information, materials (including the Biological Material) and documents that it has received from the lnserm Transfert provided that it may retain one copy of Confidential Information (but not the Biological Material) in secure legal files for archiving purposes only. In addition, following any case of termination of the Agreement, to the exception of a termination for breach of Inserm and/or Inserm Transfert, the Parties shall discuss in good faith the principle of a transfer or right of use to Inserm and/or Inserm Transfert of all information relating to the developments carried out under the Development Plan and owned by Licensee and subject to third parties’ rights, including any and all results related thereto, obtained until the termination date of this Agreement. Termination of this Agreement for any reason shall not release either Party from any liability which at the time of such termination has already accrued to the other Party and shall not release Licensee from any payment due until the date of termination.
Consequences of Expiration and Termination. 11.6.1 Upon expiration or termination of this Agreement, except as set forth in this Section 11.6 or Section 11.7, all obligations of the Parties under this Agreement will terminate immediately. The use by either Party of a termination right provided for under this Agreement and in accordance with this Agreement shall not give rise to the payment of damages or any other form of compensation or relief to the other party with respect thereto. Subject to the preceding sentence, termination of this Agreement shall not preclude either Party from claiming any other damages, compensation or relief that it may be entitled to upon such termination or for any breach of this Agreement.
Consequences of Expiration and Termination. Upon the termination of this Agreement for any reason, Licensee and its Affiliates shall immediately cease the manufacture and all procurement of Licensed Products. Further, upon such termination, any and all amounts outstanding under this Agreement shall become immediately due and payable Within 30 days following the expiration or termination of this Agreement, Licensee shall submit to Philips a report on the number of Licensed Products in stock at the time of expiration or termination of this Agreement certified by its Chief Financial Officer. Royalties, calculated in accordance with Clause 3, shall be due and payable for all Licensed Products manufactured prior to but remaining in stock with Licensee on the date of expiration or termination of this Agreement, and all such products shall be considered Licensed Products and may be freely Sold by Licensee provided the royalties associated with them have been paid in full. The certified report on the number of Licensed Products in stock shall similarly be subject to Philips’ right of audit set out in Clause 3.6 herein.
Consequences of Expiration and Termination. 21.1 In case of expiration or termination of this Offtake Supply Agreement, for any reason:
Consequences of Expiration and Termination. (a). Upon expiration of the Term, without termination pursuant hereto and, in particular, without termination pursuant to a breach hereof by BM prior to expiration of the Term, the license granted to BM pursuant to paragraph 3(b) or 3(c), as applicable, shall be deemed fully paid-up and irrevocable.
Consequences of Expiration and Termination. Upon any Expiration or Termination of this Agreement: (i) Except as permitted under paragraph 10(f)(iv), CNS shall not use any of the written, printed, or graphic material on the package carton or inserts for any purpose without first obtaining the written consent of P&G, which consent may be withheld at P&G sole discretion; (ii) Unless otherwise notified by P&G, CNS will immediately discontinue use of the Licensed Marks and shall not manufacture or import, nor sell, distribute or otherwise transfer, nor permit to be manufactured or imported, nor sold, distributed or otherwise transferred, the Product or other items bearing the Licensed Marks, except as permitted under paragraph 10(f)(iv); (iii) CNS shall use its best efforts to execute any and all documents necessary to terminate of record any of CNS rights hereunder or to transfer such rights to P&G or P&G designee, which documents shall be prepared by P&G at its expense; (iv) CNS shall immediately destroy, and return to P&G according to P&G directions, all material associated with any Promotion as contemplated in Section 9 that has not already been affixed to or inserted into the Product packaging and P&G shall have the option of buying existing packaged Product at CNS cost. If P&G does not exercise this option and the Agreement has Expired or has been Terminated, then CNS may sell its existing inventory of packaged Product at a discount off CNS best published price for a period not to exceed twelve (12) months after the Expiration or Termination of this Agreement.
Consequences of Expiration and Termination. Except as otherwise set forth in this Section 12.3 and in Section 12.4, all rights and obligations of the Parties hereunder will terminate as of the effective date of such termination, and all licenses granted under Section 8.1 will terminate unless expressly provided otherwise in Section 8.1. After the expiration date or effective date of termination, neither Party will have any additional payment obligations to the other Party hereunder other than payments due or accrued prior to such expiration date or effective date of termination but unpaid thereunder (including any milestone payment that is due as a result of the Success Criteria having been met prior to the expiration date or the date of termination). If this Agreement is terminated or expires without Roche having exercised its Option Right, Synlogic shall, at its own expense, immediately return to Roche all of the Materials and Confidential Information supplied by Roche (including any modified remnants thereof), or destroy all such Material and Confidential Information if so requested by Roche, and Roche shall, at its own expense, immediately return to Synlogic all of the Materials and Confidential Information supplied by Synlogic (including any modified remnants thereof), or destroy all such Materials and Confidential Information if so requested by Synlogic.
Consequences of Expiration and Termination. 14.1 Upon expiration or termination of this AGREEMENT the rights, licences and obligations of the parties shall cease, except as follows:
Consequences of Expiration and Termination. 20.1 In case of expiration or termination of this Agreement for any reason:
