Existing Agreement Except as expressly amended herein, the Credit Agreement shall remain in full force and effect, and in all other respects is affirmed.
Incorporation of Recitals; Definitions The foregoing recitals are incorporated herein. Capitalized terms not otherwise defined herein shall have the meaning given such terms in the Agreement.
Incorporation of Recitals and Exhibits The Recitals and each exhibit attached hereto are hereby incorporated herein by reference.
Incorporation of Recitals The recitals hereto are incorporated herein as part of this Agreement.
Incorporation of Recitals; Defined Terms The parties hereto acknowledge that the Recitals set forth above are true and correct in all material respects. The defined terms in the Recitals set forth above are hereby incorporated into this Agreement by reference. All other capitalized terms used herein without definition shall have the same meanings herein as such terms have in the Credit Agreement.
Agreement Preamble Alliance Manager Section 3.3(a) Arbitral Decision Section 14.2(b) Claims Section 12.1 Clinical Agreement Section 5.4 Commercialization Plan Section 6.2 Common Stock Section 8.3 Company Preamble CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH THREE ASTERISKS (***), HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Definition Reference Company Board Section 11.6(c) Company Development Activities Section 5.4 Company Development Expenses Section 5.7(a) Company Indemnitees Section 12.1 Confidential Information Section 11.1 Co-Promotion Agreement Section 6.6 Co-Promotion Right Section 6.6 DoJ Section 16.19(a) Effective Date Section 14.1 Exchange Act Section 11.4(c) Execution Date Preamble Existing Inventory Section 7.3(a) Existing Regulatory Documentation Section 13.2(k) Existing Study Section 5.3(a) Facility Section 7.1(b) First Indications Section 5.3(a) FTC Section 16.19(a) Generic Market Data Section 8.7(c)(i(3) HSR Conditions Section 16.19(b) IMMU-132 Information Section 11.1 Indemnitee Section 12.3 Indemnitor Section 12.3 JCC Section 3.2 JDC Section 3.2 Joint Inventions Section 10.1 Joint Patents Section 10.3(c) JPC Section 3.2 JSC Section 3.1(a) Legal Proceeding Section 16.20 Letter Agreement Section 16.6 Licensee Preamble Licensee Indemnitees Section 12.2 Licensee Xxxx(s) Section 14.5(d) Losses Section 12.1 Manufacturing Agreements Section 7.3(d) Marks Section 10.8(a) Match Period Section 11.6(b) Milestone Event Section 8.4 New Affiliate Date Section 2.11 No-Shop Start Date Section 11.6(a) NSCLC Section 5.3(a) Other Licensed Molecule Section 2.10 Other Royalty Term Section 8.7(b)(ii) CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH THREE ASTERISKS (***), HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. Definition Reference Parties Preamble Party Preamble Product Infringement Section 10.4(a) Publication Section 11.5 Purchased Shares Section 8.3 Qualifying Sublicensee Section 8.2(a) Reimbursable Costs Section 16.20 ROFN Election Notice Section 2.9 ROFN Notice Section 2.9 ROFN Product Section 2.9 Sale of the Company Proposal Section 11.6(c) SCLC Section 5.3(a) Sole Inventions Section 10.1
Existing Agreements The Executive represents to the Company that he is not subject or a party to any employment or consulting agreement, non-competition covenant or other agreement, covenant or understanding which might prohibit him from executing this Agreement or limit his ability to fulfill his responsibilities hereunder.
Existing Lock-Up Agreement The Company will enforce all existing agreements between the Company and any of its security holders that prohibit the sale, transfer, assignment, pledge or hypothecation of any of the Securities in connection with the Offering. In addition, the Company will direct the Company’s transfer agent to place stop transfer restrictions upon any such Securities of the Company that are bound by such existing “lock-up” agreements for the duration of the periods contemplated in such agreements.
Amending Agreement The Trustees are directed to amend the Trust Agreement or the Pension Plan to be consistent with the provisions of this Agreement. The Trustees shall have discretion in acting on claims for benefits under the plan subject to review only in accordance with the arbitrary and capricious standard.
Item Agreement As negotiated items are agreed upon, they shall be reduced to writing and initialed by the chief negotiator of each party. Such initialing shall be construed as tentative agreement by both parties on that item or issue, subject to finalization by ratification by the membership of the Association and adoption by the Board.