Common use of Consequences of Expiration or Termination Clause in Contracts

Consequences of Expiration or Termination. After receiving or providing notice of cancellation or termination of this Agreement or a PWA, each respective Party shall promptly act to mitigate and cancel, to the extent commercially reasonable, all obligations that would incur expense related to the Agreement or the cancelled or terminated PWA for the other Party, as applicable; and shall not, without the other Party’s prior approval, perform any additional activities or actions, incur expenses other than those reasonably required by the cancellation or termination (e.g. orderly termination of activities, waste disposition, etc.), or enter into any other obligations with Third Parties related to this Agreement or the cancelled or terminated PWA, as applicable. Upon cancellation, termination or expiration of this Agreement or a PWA, each Party shall make no further use of the other Party’s information and materials (be that Argos Information and Materials or CELLSCRIPT Information and Materials). Unless otherwise directed by Argos, CELLSCRIPT shall, in accordance with Argos’ instructions, either ship to Argos or its designated consignee or destroy all Materials supplied by Argos, all work-in-process and any other materials and supplies paid for by Argos, all Argos Product, all Critical Starting Materials for the Argos Product and all other Argos Information and Materials which are pertinent to this Agreement or such PWA, as applicable, subject, in each case, to Argos’ payment obligations with respect thereto. Notwithstanding the foregoing, if Argos requests and CELLSCRIPT agrees in writing, CELLSCRIPT may store (at Argos’ expense), at a storage fee to be set by CELLSCRIPT, and in accordance with the terms of the PWA or the Quality Agreement or as required by applicable Legal Requirements, as applicable, retain information, records and materials, provided that retained information, records and materials may be used for documentation purposes only and provided further that, notwithstanding anything to the contrary in this Agreement, for so long as CELLSCRIPT retains such information, records and materials and until it destroys or delivers to Argos or its designated consignee the retained information, records and materials, the obligations of non-use, non-disclosure and confidentiality set forth in the Agreement shall not expire pursuant to Section 11.6 and shall continue to apply to the retained information, records and materials.

Appears in 1 contract

Samples: And Supply Agreement (Argos Therapeutics Inc)

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Consequences of Expiration or Termination. After receiving Upon expiration or providing receipt of notice of cancellation termination of this Agreement, the Licensee shall furnish Licensor with a detailed inventory of stock of the API and the Licensed Products held at the date of such notice together with a projection of sales up to the effective date of termination. Within ten (10) days following the effective date of termination or expiration, the Licensee shall furnish Licensor with a statement, certified by an accountant instructed by Licensor, showing in detail the stock of the API and the Licensed Products owned by the Licensee on the effective date of termination or expiration and the invoiced value thereof. The Licensor may discuss with the Licensee from time to time that whether the Licensee has the right to manufacture the Licensed Products with the API during the first six (6) months after the effective date of termination of this Agreement, provided the Licensor decides not to purchase the API back according to the following provisions at Licensor’s discretion. The Licensor may discuss with the Licensee from time to time that whether the Licensee has the right to sell out the Licensed Products during the first six (6) months after the effective date of termination of this Agreement, provided the Licensor decides not to purchase them back according to the following provisions. The Licensor may at its option repurchase the full stock or parts of the stock of the Licensed Products owned by the Licensee remaining after the effective date of termination at the price mutually agreed by the Licensee to the Licensor. The repurchase option may be exercised by the Licensor by sending a written notice to the Licensee at any time during a period of forty-five (45) days after receipt by the Licensor of the accountant's certified statement referred to in Clause 14.2, during which period the Licensee will accord the Licensor's accredited representatives free access during normal business hours to the stock for the purposes of viewing and inspection. Delivery of the stock specified in the written notice (for pick-up by Licensor or its designee at the Licensee's warehouse) shall be made within twenty (20) days after the Licensee has received such notice. Arrangements for the shipment of such stock shall be made by the Licensor or its designee. It is agreed by the Licensor and the Licensee that the settlement of the remaining API following the termination of this Agreement shall be negotiated in good faith by both Parties within thirty (30) days after the termination of this Agreement. Upon the expiration or termination of this Agreement for any reason: The Licensee shall cease to manufacture, promote, market or a PWA, each respective Party shall promptly act to mitigate and cancel, advertise the Licensed Products or make use of any of the Licensed Marks other than for the purpose of selling the Licensed Products to the extent commercially reasonable, all obligations that would incur expense related End Customers whose orders were accepted prior to the Agreement or effective date of termination hereof (the cancelled or terminated PWA for “Termination Date”); The Licensee may continue to perform and discharge its contractual obligations to sell and supply the other Party, as applicableLicensed Products to the End Customers according to binding orders which the Licensee had entered into prior to the Termination Date; and shall not, without the other Party’s prior approval, perform any additional activities or actions, incur expenses other than those reasonably required by the cancellation The expiry or termination (e.g. orderly termination of activities, waste disposition, etc.), or enter into any other obligations with Third Parties related to this Agreement or the cancelled or terminated PWA, as applicable. Upon cancellation, termination or expiration of this Agreement or a PWA, each Party shall make no further use not exempt any of the Parties from the obligation to pay the other Party’s information and materials (be that Argos Information and Materials Party any amount due at the time of expiry or CELLSCRIPT Information and Materials)termination hereof. Unless otherwise directed by Argos, CELLSCRIPT shall, in accordance with Argos’ instructions, either ship to Argos or its designated consignee or destroy all Materials supplied by Argos, all work-in-process and any other materials and supplies paid for by Argos, all Argos Product, all Critical Starting Materials for the Argos Product and all other Argos Information and Materials which are pertinent to this Agreement or such PWA, as applicable, subject, in each case, to Argos’ The payment obligations with respect thereto. Notwithstanding the foregoing, if Argos requests and CELLSCRIPT agrees in writing, CELLSCRIPT may store (at Argos’ expense), at a storage fee to be set by CELLSCRIPT, and in accordance with the terms of the PWA or the Quality Agreement or as required by applicable Legal Requirements, as applicable, retain information, records and materials, provided that retained information, records and materials may be used for documentation purposes only and provided further that, notwithstanding anything to the contrary in this Agreement, for so long as CELLSCRIPT retains such information, records and materials and until it destroys or delivers to Argos or its designated consignee the retained information, records and materials, the obligations of non-use, non-disclosure and confidentiality set forth in the Agreement shall not expire pursuant to Section 11.6 and shall continue to apply to all outstanding unpaid invoices rendered by either Party; and Licensee shall take all reasonable measures required to transfer any Registration that has been issued in its or its designee’s name as the retained informationLicensor's Licensee, records to the Licensor or such party as the Licensor may designate, as soon as reasonably possible but in any event within two (2) months from the date of expiration or termination. Upon the expiration or termination of this Agreement, Licensor shall have the right to seek a qualified successor (“Successor”) to take over the manufacture of the Licensed Product, and materialsLicensee shall further use commercially reasonable efforts to assist Licensor and the Successor or their designated party to fulfill the obligation of compliance with the Applicable Laws to transfer the manufacture of the Licensed Product, vary the Licensed Product manufacturer in relevant regulatory approvals and manage to manufacture the quality Products, including but not limited providing Licensor or the Successor or their designated party with the Know-how list as set out in Exhibit B promptly. Upon the expiration or termination of this Agreement, the Licensee shall immediately return any documentation and/or material provided to the Licensee by the Licensor and any document Licensee received from authority like approval letter, etc., during the agreement term , including the essential document, final document, master file, or any other kind of registration documentation (including documents with respect to the Marketing Authorizations) in whatever form (including electronic form) with regard to the Licensed Products as well as any other document in whatever form (including electronic form) containing or comprising the Licensor’s Confidential Information or other Intellectual Property with regard to such Licensed Product which is under the control of the Licensee or the Affiliates of the Licensee, including copies thereof, to the Licensor without retaining any copies thereof, unless the retention is required by all the Applicable Laws in the Territory. The documentation transfer should be done within one (1) month after the registration transfer has been completed. Subject as otherwise provided herein and to any rights or obligations which have accrued prior to the Termination Date, neither Party shall have any further obligation to the other under this Agreement. The provisions of Clauses 2, 7, 9, 10, 12, 14, 17, 18, 19, 20 and such other provisions of this Agreement that by their nature are intended to survive shall survive the expiration or termination of this Agreement and shall continue in full force and effect.

Appears in 1 contract

Samples: License Agreement

Consequences of Expiration or Termination. After receiving or providing notice of cancellation (a) Upon expiration or termination of this Agreement or a PWAAgreement, each respective Party the Contractor shall promptly act pay the Licensor all amounts then due under this Agreement, terminate all use by it of any service mark, tradenames, trademark, certification mark or corporate nxxx that includes any of the forgoing words; xxoid all subsequent use of all service marks, tradenames, trademarks, certification marks or corporate names likely to mitigate be confused with ULTRALINER as well as all stationery, invoices, signs or other visual devices displaying or otherwise associated with ULTRALINER; terminate all use of the Subject Matter and cancelthe Licensor's Confidential Material, as well as the use and sale of any products under any Patent Rights or Copyrights or the Know-how; and assign to the extent commercially reasonableLicensor free of charge, any and all obligations that would incur expense related rights and claims to any and all rights arising from the use of ULTRALINER, or any combination involving ULTRALINER, the above mentioned Corporate rights in the Territory; and return to the Agreement Licensor all Confidential Material in its possession, and any copies which it has made of the same. Following termination, the Contractor shall continue to be obligated to provide all after sales services for which it has theretofore contracted, including the honoring of all contract warranties. Should the Contractor fail to fulfill such obligations, and should the Licensor, in its reasonable discretion after notice to the Contractor, whether for reason of preserving product goodwill or otherwise, choose to perform any such obligations (this paragraph in no way to be construed as an assumption by the cancelled or terminated PWA Licensor of any obligations for which it is not specifically contractually responsible), then the Contractor shall promptly reimburse the Licensor the reasonable charges issued by the Licensor to the Contractor of performing such obligations of the Contractor. If the Contractor is a corporation having the word ULTRALINER as a part of its corporate name, the Contractor shall, within 60 days of termination, amend its corporate name to remove the word ULTRALINER therefrom. (b) Each party hereto shall promptly pay to the other Partyparty all damages, as applicable; costs and shall notexpenses, without including reasonable attorney's fees, incurred by such other party by reason of default on the other Party’s part of such party hereto, whether or not such default occurred prior approval, perform any additional activities to or actions, incur expenses other than those reasonably required by subsequent to the cancellation or termination (e.g. orderly termination of activities, waste disposition, etc.), or enter into any other obligations with Third Parties related to this Agreement or the cancelled or terminated PWA, as applicable. Upon cancellation, termination or expiration of this Agreement Agreement, and said sum shall include all costs and expenses, including reasonable attorney's fees, incurred by such other non-defaulting party in obtaining injunctive or a PWA, each Party shall make no further use other relief to enforce the provisions of the other Party’s information and materials (be that Argos Information and Materials or CELLSCRIPT Information and Materials). Unless otherwise directed by Argos, CELLSCRIPT shall, in accordance with Argos’ instructions, either ship to Argos or its designated consignee or destroy all Materials supplied by Argos, all work-in-process and any other materials and supplies paid for by Argos, all Argos Product, all Critical Starting Materials for the Argos Product and all other Argos Information and Materials which are pertinent to this Agreement or such PWA, as applicable, subject, in each case, to Argos’ payment obligations with respect theretoAgreement. Notwithstanding the foregoing, if Argos requests and CELLSCRIPT agrees in writingany dispute under this agreement, CELLSCRIPT the ultimate prevailing party shall be entitled to recover from the other party its reasonable attorney's fees. No right or remedy herein conferred upon or reserved to either party is exclusive of any other right or remedy herein or by law or equity provided or permitted; but each shall be cumulative of every right or remedy given hereunder. In addition to whatever remedy or remedies a party may store have by way of damages for violation of the provisions of this Agreement and/or expiration or termination of the same, such party shall also have the right to injunctive relief to enforce the provisions of this Agreement. (at Argos’ expensec) In the event of the termination of this Agreement by the Licensor or Contractor as a consequence of any event described under sub-paragraphs (i), at a storage fee to be set by CELLSCRIPT(iii), and or (iv) or Paragraph (a) of Section 6.02 or 6.01 hereof, the Licensor shall thereafter assist the Contractor in accordance with disposing of any Materials or Apparatus then in the terms possession of the PWA or the Quality Agreement or as required by applicable Legal RequirementsContractor, as applicable, retain information, records and materials, provided that retained information, records and materials may be used for documentation purposes only and provided further that, notwithstanding anything including but not limited to the contrary sale of excess inventory to other qualified Licensees, subject in this Agreement, for so long as CELLSCRIPT retains such information, records and materials and until it destroys or delivers to Argos or its designated consignee the retained information, records and materials, the obligations of non-use, non-disclosure and confidentiality set forth in the Agreement shall not expire pursuant to Section 11.6 and shall continue to apply case to the retained information, records constraints of the Licensor's business and materialsits other obligations.

Appears in 1 contract

Samples: Contractor License Agreement (Ets International Inc)

Consequences of Expiration or Termination. After receiving Upon expiration or providing receipt of notice of cancellation termination of this Agreement, the Licensee shall furnish Licensor with a detailed inventory of stock of the API and the Licensed Products held at the date of such notice together with a projection of sales up to the effective date of termination. Within 10 days following the effective date of termination, the Licensee shall furnish Licensor with a statement, certified by an accountant instructed by Licensor, showing in detail the stock of the API and the Licensed Products owned by the Licensee on the effective date of termination and the invoiced value thereof. The Licensee has the right to sell out these Licensed Products during the first 6 (six) months after the effective date of termination of this Agreement, provided Licensor. The repurchase option may be exercised by Licensor by sending a written notice to the Licensee at any time during a period of 45 days after receipt by Licensor of the accountant's certified statement referred to in Clause 15.2.15.2, during which period the Licensee will accord Licensor's accredited representatives free access during normal business hours to the stock for the purposes of viewing and inspection. Delivery of the stock specified in the written notice (for pick-up by Licensor or its designee at the Licensee's warehouse) shall be made within 20 days after the Licensee has received such notice. Arrangements for the shipment of such stock shall be made by Licensor or its designee. It is agreed by Licensor and Licensee that the settlement of remaining API following the termination of this Agreement shall be negotiated in good faith by both Parties within 30 days after the termination of this Agreement. Upon the expiration or termination of this Agreement for any reason: Licensee shall cease to manufacture, promote, market or a PWA, each respective Party shall promptly act advertise the Licensed Products or make use of any of the Licensed Marks other than for the purpose of selling the Licensed Products to mitigate and cancel, End Customers whose orders were accepted prior to the extent commercially reasonable, all Termination Date; and Licensee may continue to perform and discharge its contractual obligations that would incur expense related to sell and supply Licensed Products to End Customers according to binding orders which Licensee had entered into prior to the Agreement or the cancelled or terminated PWA for the other Party, as applicableTermination Date; and shall not, without the other Party’s prior approval, perform any additional activities or actions, incur expenses other than those reasonably required by the cancellation The expiry or termination (e.g. orderly termination of activities, waste disposition, etc.), or enter into any other obligations with Third Parties related to this Agreement or the cancelled or terminated PWA, as applicable. Upon cancellation, termination or expiration of this Agreement or a PWA, each Party shall make no further use not exempt any of the Parties from the obligation to pay the other Party’s information and materials (be that Argos Information and Materials Party any amount due at the time of expiry or CELLSCRIPT Information and Materials)termination hereof. Unless otherwise directed by Argos, CELLSCRIPT shall, in accordance with Argos’ instructions, either ship to Argos or its designated consignee or destroy all Materials supplied by Argos, all work-in-process and any other materials and supplies paid for by Argos, all Argos Product, all Critical Starting Materials for the Argos Product and all other Argos Information and Materials which are pertinent to this Agreement or such PWA, as applicable, subject, in each case, to Argos’ The payment obligations with respect thereto. Notwithstanding the foregoing, if Argos requests and CELLSCRIPT agrees in writing, CELLSCRIPT may store (at Argos’ expense), at a storage fee to be set by CELLSCRIPT, and in accordance with the terms of the PWA or the Quality Agreement or as required by applicable Legal Requirements, as applicable, retain information, records and materials, provided that retained information, records and materials may be used for documentation purposes only and provided further that, notwithstanding anything to the contrary in this Agreement, for so long as CELLSCRIPT retains such information, records and materials and until it destroys or delivers to Argos or its designated consignee the retained information, records and materials, the obligations of non-use, non-disclosure and confidentiality set forth in the Agreement shall not expire pursuant to Section 11.6 and shall continue to apply to all outstanding unpaid invoices rendered by either Party. Licensee shall take all reasonable measures required to transfer any Registration that has been issued in its or its designee’s name as the retained informationLicensor's Licensee, records to the Licensor or such party as the Licensor may designate, as soon as reasonably possible but in any event within two (2) months from the date of expiration or termination. Upon the expiration or termination of this Agreement, Licensee shall return any documentation and/or material, including the essential document, final document, master file, or any other kind of registration documentation (including documents with respect to Marketing Authorizations) in whatever form (including electronic form) with regard to the Licensed Product as well as any other document in whatever form (including electronic form) containing or comprising Licensor’s Confidential Information or other Intellectual Property with regard to such Licensed Product which is under the control of Licensee or Affiliates of Licensee, including copies thereof, to Licensor without retaining any copies thereof, unless the retention is required by all the Applicable Laws. The documentation transfer should be done within one (1) month after the registration transfer has been completed. Subject as otherwise provided herein and materialsto any rights or obligations which have accrued prior to the Termination Date, neither Party shall have any further obligation to the other under this Agreement. The provisions of Clauses 2, 5, 8, 10, 11, 13, 15, 18, 19, 20, 21 and such other provisions of this Agreement that by their nature are intended to survive shall survive the expiration or termination of this Agreement and shall continue in full force and effect.

Appears in 1 contract

Samples: License Agreement

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Consequences of Expiration or Termination. After receiving or providing Upon receipt of notice of cancellation termination of this Agreement, the Distributor shall furnish Principal with a detailed inventory of stock of the Products held at the date of such notice together with a projection of sales up to the effective date of termination. Within ten (10) days following the effective date of termination, the Distributor shall furnish Principal with a statement, certified by an accountant instructed by Principal and whose fee shall be borne by Principal, showing in detail the stock of the Products owned by the Distributor on the effective date of termination and the invoiced value thereof. The Distributor has the right to sell out these Products during the first six (6) months after the effective date of termination of this Agreement, provided Principal decides not to purchase them back according to the following provisions. Principal may at its option repurchase the full stock or parts of the stock of the Products owned by the Distributor remaining after the effective date of termination at the purchase price paid by the Distributor to Principal. The repurchase option may be exercised by Principal by sending a written notice to the Distributor at any time during a period of forty-five (45) days after receipt by Principal of the accountant's certified statement referred to in Clause 27.2, during which period the Distributor will accord Principal's accredited representatives free access during normal business hours to the stock for the purposes of viewing and inspection. Delivery of the stock specified in the written notice (for pick-up by Principal or its designee at the Distributor's warehouse) shall be made within twenty (20) days after the Distributor has received such notice. Arrangements for the shipment of such stock shall be made by Principal or its designee at costs of Principal. Upon the expiration or termination of this Agreement for any reason: Distributor shall cease to promote, market or a PWA, each respective Party advertise the Products or make use of any of the Licensed Marks other than for the purpose of selling the Products to End Customers whose orders were accepted prior to the Termination Date; Distributor may continue to perform and discharge its contractual obligations to sell and supply Products to End Customers according to binding orders which Distributor had entered into prior to the Termination Date and none of the Parties shall promptly act to mitigate and cancel, be relieved from its obligations under the provisions of this Agreement to the extent commercially reasonable, all that such obligations that would incur expense related are required to the Agreement or the cancelled or terminated PWA be performed for the other Party, as applicablepurpose of selling the Products to such End Customers; and shall not, without the other Party’s prior approval, perform any additional activities or actions, incur expenses other than those reasonably required by the cancellation The expiry or termination (e.g. orderly termination of activities, waste disposition, etc.), or enter into any other obligations with Third Parties related to this Agreement or the cancelled or terminated PWA, as applicable. Upon cancellation, termination or expiration of this Agreement or a PWA, each Party shall make no further use not exempt any of the Parties from the obligation to pay the other Party’s information and materials (be that Argos Information and Materials Party any amount due at the time of expiry or CELLSCRIPT Information and Materials)termination hereof. Unless otherwise directed by Argos, CELLSCRIPT shall, in accordance with Argos’ instructions, either ship to Argos or its designated consignee or destroy all Materials supplied by Argos, all work-in-process and any other materials and supplies paid for by Argos, all Argos Product, all Critical Starting Materials for the Argos Product and all other Argos Information and Materials which are pertinent to this Agreement or such PWA, as applicable, subject, in each case, to Argos’ payment obligations with respect thereto. Notwithstanding the foregoing, if Argos requests and CELLSCRIPT agrees in writing, CELLSCRIPT may store (at Argos’ expense), at a storage fee to be set by CELLSCRIPT, and in accordance with the terms of the PWA or the Quality Agreement or as required by applicable Legal Requirements, as applicable, retain information, records and materials, provided that retained information, records and materials may be used for documentation purposes only and provided further that, notwithstanding anything to the contrary in this Agreement, for so long as CELLSCRIPT retains such information, records and materials and until it destroys or delivers to Argos or its designated consignee the retained information, records and materials, the obligations of non-use, non-disclosure and confidentiality set forth in the Agreement shall not expire pursuant to Section 11.6 and shall continue to apply to all outstanding unpaid invoices rendered by either Party and all invoices to be rendered by a Party in respect of Products ordered or services performed prior to the retained informationTermination Date but for which such Party had not yet rendered an invoice as at the Termination Date; and Upon the expiration or termination of this Agreement, records Distributor shall immediately return any documentation and/or material, including the essential document, final document, master file, or any other kind of registration documentation (including documents with respect to Marketing Authorizations) in whatever form (including electronic form) with regard to the Product as well as any other document in whatever form (including electronic form) containing or comprising Principal’s Confidential Information or other Intellectual Property with regard to such Product which is under the control of Distributor or Affiliates of Distributor, including copies thereof, to Principal without retaining any copies thereof, unless the retention is required by the applicable laws or regulations. Subject as otherwise provided herein and materialsto any rights or obligations which have accrued prior to the Termination Date, neither Party shall have any further obligation to the other under this Agreement. The provisions of Clauses 2, 18, 21, 24, 25, 27, 32, 33, 34, 35 and such other provisions of this Agreement that by their nature are intended to survive shall survive the expiration or termination of this Agreement and shall continue in full force and effect. In witness whereof this Agreement has been executed by Principal and Distributor through their duly authorised representatives as of the date set forth above. For and on behalf of TOPRIDGE PHARMA (IRELAND) LIMITED For and on behalf of FUTURE HEALTH PHARMA GMBH By: _________________________________ Name: Guo Yuandong Title: Director By: _________________________________ Name: Xxxx Xxxxx Title: Owner Manager EXHIBIT A TO LICENSE AGREEMENT PRODUCTS, SUPPLY PRICE, THE MINIMUM ORDER QUANTITIES, FIELD OF USE AND DELIVERY TERM Country Product and Compound Name Presentation Field of Use Portugal Imdur 60mg Isosorbide-5- mononitrate prolonged release tablets 1 X 10 tablets /blister; Imdur is indicated for the prophylaxis of angina pectoris.

Appears in 1 contract

Samples: License Agreement

Consequences of Expiration or Termination. After receiving or providing notice of cancellation (a) Upon expiration or termination of this Agreement or a PWAAgreement, each respective Party the Contractor shall promptly act pay the Licensor all amounts then due under this Agreement, terminate all use by it of any service mark, tradename, trademarx xxrtification mark or corporate name thxx xncludes any of the foregoing words: avoid all subsequent use of all service marks, tradenames, trademarks, certification marks or corporate names likely to mitigate be confused with ULTRALINER as well as all stationery, invoices, signs or other visual devices displaying or otherwise associated with ULTRALINER; terminate all use of the Subject Matter and cancelthe Licensor's Confidential Material, as well as the use and sale of any products under any Patent Rights or Copyrights or the Know-how; and assign to the extent commercially reasonableLicensor free of charge, any and all obligations that would incur expense related rights and claims to any and all rights arising from the use of ULTRALINER, or any combination involving ULTRALINER, the above mentioned Corporate rights in the Territory; and return to the Agreement Licensor all Confidential Material in its possession, and any copies which it has made of the same. Following termination, the Contractor shall continue to be obligated to provide all after sales services for which it has theretofore contracted, including the honoring of all contract warranties. Should the Contractor fail to fulfill such obligations, and should the Licensor, in its reasonable discretion after notice to the Contractor, whether for reason of preserving product goodwill or otherwise, choose to perform any such obligations (this paragraph in no way to be construed as an assumption by the cancelled or terminated PWA Licensor of any obligations for which it is not specifically contractually responsible), then the Contractor shall promptly reimburse the Licensor the reasonable charges issued by the Licensor to the Contractor of performing such obligations of the Contractor. If the Contractor is a corporation having the word ULTRALINER as a part of its corporate name, the Contractor shall, within 60 days of termination, amend its corporate name to remove the word ULTRALINER therefrom. (b) Each party hereto shall promptly pay to the other Partyparty all damages, as applicable; costs and shall notexpenses, without including reasonable attorney's fees, incurred by such other party by reason of default on the other Party’s part of such party hereto, whether or not such default occurred prior approval, perform any additional activities to or actions, incur expenses other than those reasonably required by subsequent to the cancellation or termination (e.g. orderly termination of activities, waste disposition, etc.), or enter into any other obligations with Third Parties related to this Agreement or the cancelled or terminated PWA, as applicable. Upon cancellation, termination or expiration of this Agreement or a PWA, each Party shall make no further use of the other Party’s information and materials (be that Argos Information and Materials or CELLSCRIPT Information and Materials). Unless otherwise directed by Argos, CELLSCRIPT shall, in accordance with Argos’ instructions, either ship to Argos or its designated consignee or destroy all Materials supplied by Argos, all work-in-process and any other materials and supplies paid for by Argos, all Argos Product, all Critical Starting Materials for the Argos Product and all other Argos Information and Materials which are pertinent to this Agreement or such PWA, as applicable, subject, in each case, to Argos’ payment obligations with respect thereto. Notwithstanding the foregoing, if Argos requests and CELLSCRIPT agrees in writing, CELLSCRIPT may store (at Argos’ expense), at a storage fee to be set by CELLSCRIPTAgreement, and in accordance with the terms of the PWA or the Quality Agreement or as required by applicable Legal Requirements, as applicable, retain information, records and materials, provided that retained information, records and materials may be used for documentation purposes only and provided further that, notwithstanding anything to the contrary in this Agreement, for so long as CELLSCRIPT retains such information, records and materials and until it destroys or delivers to Argos or its designated consignee the retained information, records and materials, the obligations of non-use, non-disclosure and confidentiality set forth in the Agreement said sum shall not expire pursuant to Section 11.6 and shall continue to apply to the retained information, records and materials.include all

Appears in 1 contract

Samples: Contractor License Agreement (Ets International Inc)

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