Future Products Sample Clauses

Future Products. (a) From and after the Commencement Date (or the date hereof if agreed to by the parties), United, in consultation with AARP, shall undertake the product development activities described in Section 3.2.3 hereof with respect to the additional products and services listed in EXHIBIT 3.2.4 hereto (collectively, the "Future Products"). (b) The terms and conditions associated with United's offering of any new or Future Products, including but not limited to the terms relating to the services to be provided, implementation, performance standards, timing and compensation, will be documented in amendments or exhibits to this Agreement.

Future Products. The parties acknowledge that as of the Effective Date, Gilead is developing a pharmaceutical product for treatment of patients with HCV across all genotypes (“Pan-Genotypic Candidate”). Upon Licensee’s written request given any time following the commencement of Phase 3 clinical studies with respect to the Pan-Genotypic Candidate, the parties will discuss terms and conditions pursuant to which Gilead would include the Pan-Genotypic Candidate as a Product under this Agreement.

Future Products. The Aspect Products are designed for use in measuring the effects of anesthetic and sedative agents on the brain during surgery. In the event that Aspect develops a product involving a different type of index, patient sensor, or application, Aspect and HP agree to discuss a new agreement for the purchase of such new product or products by HP.

Future Products. WP shall coordinate with the City on the analysis of future products proposed by EarthLink to be offered through or in connection with the System, and in developing future products to be recommend to EarthLink.

Future Products. Shire has no obligation to Supernus or its Affiliates to make, use, offer to sell, sell, import, or commercialize any compounds or products under this Agreement, and therefore, there is no obligation or commitment to Supernus that any payments of any kind will ever accrue to Supernus under this Agreement. This Section 4.11 is not a grant of any license for Shire to make, use, offer to sell, sell, import, or commercialize any compounds or products under this Agreement.

Future Products. With respect to Products which may be added to Exhibit A after the Closing Date, Seller undertakes and agrees that, upon being notified promptly and given authority, information, and offered assistance, Seller will promptly investigate and defend, at its own expense, all claims, allegations, suits, actions, or proceedings in which AT&T or its Affiliates, agents, distributors or customers, are made defendants or claimed potential defendants for any infringement, claimed infringement, or alleged inducement of infringement, or unauthorized, or unlawful use of any patent, copyright, trademark, trade secret, mask work, proprietary data, or other information, resulting from the sale, use, lease or other disposition of any Product or Part purchased from Seller under this Agreement; provided, however, that the provisions of this Section 16.2 shall not apply to any claim, allegation, suit or proceeding that falls within the scope of the indemnification provisions of Article 9 of the Purchase and Sale Agreement. Seller further agrees to pay and discharge any and all judgments or decrees which may be rendered in any such suits or proceedings against any such defendants. Seller shall have the right to settle any such suits, actions, or proceedings on terms and conditions of Seller's own selection, provided they are not in conflict with the terms and conditions provided herein. In the event Seller fails to promptly investigate and defend or settle as provided hereinabove, then AT&T shall, following notification to Seller, have the right from that time forward to have sole control of the defense of such claim, allegation, suit, action, or proceeding and all negotiations for its settlement or compromise, and Seller agrees to pay, as they become due, all of the costs, expenses, and reasonable attorneys' fees incurred by AT&T and judgments or decrees which may be rendered against AT&T or such defendants in providing the services that Seller has failed to provide. This indemnity does not extend to any suit or proceeding which is based upon a patent claim covering a combination of which the Product or Part purchased under this Agreement is merely an element of the claim combined with other devices or elements not provided by Seller, unless Seller is a contributory infringer, nor does it extend to any Product or Part whose infringement is a direct result of Seller being required to adhere to a specific design provided by AT&T and not originating with Seller.

Future Products. Any future products and/or services (“Unreleased Products”) are subject to new part numbers, pricing, and specifications and the acquisition of Product hereunder is not in reliance on the availability of any Unreleased Products.

Future Products. (a) Following the Closing Date, any Work Products developed in connection with Development Projects paid for by Prodigy or Operating Partnership ("Category I Work Product") shall be owned by and are the exclusive property of Prodigy or Operating Partnership, except that if SBC contracts to perform a Development Project on behalf of Prodigy or Operating Partnership, SBC shall reserve the perpetual right to use the methods, techniques, algorithms, knowledge, underlying design and architectural elements and reusable subroutines contained or used in Category I Work Products developed in connection with such Development Projects that are of general applicability, but not any actual code included therein. (b) For the term of this Agreement, each of Prodigy and Operating Partnership shall grant SBC on the Closing Date an irrevocable, fully-paid (except as expressly provided herein), worldwide, non-exclusive, transferable license to use, reproduce (in any medium), adapt, distribute, perform, display, modify and create derivative works of any such Category I Work Product, which license shall include the right to grant sublicenses, such license to be effective after final acceptance of such Category I Work Product by Prodigy or Operating Partnership in accordance with the terms of this Agreement and any agreement relating to a particular project; provided, that in connection with the grant of sublicenses, SBC shall pay Prodigy or Operating Partnership, as the case may be, on a quarterly basis not later than 30 days after the end of the quarter in which such royalties accrue, a royalty equal to a percentage of its revenues, net of direct costs, relating to the sublicensee's use of such Category I Work Product, such percentage to be mutually agreed by Prodigy or Operating Partnership, as the case may be, and SBC; provided, further, that if Prodigy or Operating Partnership, as the case may be, and SBC are unable to agree on such percentage, such percentage shall be determined in accordance with the Escalation Process; provided, however, that SBC shall not grant such sublicenses to a competitive Retail ISP Service provider. (c) To the extent SBC and Prodigy or Operating Partnership agree that SBC shall undertake a Development Project at SBC's expense (a "Category II Work Product") then all Work Products developed by SBC in connection with such Development Project shall be owned by and will be the exclusive property of SBC. In addition, to the extent SBC develops any pro...

Future Products. Supplier shall offer to DISTRIBUTOR the right to be the exclusive distributor in the Territory of any and all future line extensions and products or components intended to be used with the Products or its components for alternative hemorrhoid treatment or feminine healthcare treatment (“Future Products”). At such time when Supplier wishes to distribute any Future Products in the Territory, it will offer the opportunity to DISTRIBUTOR and the Parties shall engage in good faith negotiations regarding the terms and conditions, including but not limited to pricing, pursuant to which the Distributor will have the right to distribute Future Products in the Territory. If after thirty (30) days the parties have been unable to reach an agreement and have acted in good faith, Supplier may enter into negotiations with third parties. If Supplier intends to enter into an agreement with a third party with respect to distribution of the Future Products in the Territory, it shall first offer to DISTRIBUTOR a right of first refusal with respect to such agreement. DISTRIBUTOR must exercise such right of first refusal within ten (10) business days after Supplier conveys the terms and conditions of such agreement. Notwithstanding anything to the contrary set forth in this Agreement, Distributor may not, directly or indirectly, sell or distribute, or take any actions to sell or distribute, Future Products outside of the Territory and does not have any right of first refusal with respect to the sale or distribution of Future Products outside the Territory.