INSTITUTION AGREEMENT Sample Clauses

INSTITUTION AGREEMENT. Accure shall be solely responsible for performance and payment of, shall perform and pay and shall indemnify Oculis against any liability or claim for, any royalties or other payments, obligations or amounts owed pursuant to Institution Agreement. Accure shall not amend, modify or terminate the Institution Agreement without the prior written consent of Oculis which shall not be unreasonably withheld. Accure [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) CUSTOMARILY AND ACTUALLY TREATED BY THE REGISTRANT AS PRIVATE OR CONFIDENTIAL. shall comply with all of its obligations under the Institution Agreement. In the event that Accure [***], Accure shall [***] as soon as practicable, and Accure shall [***]. If Accure is [***], [***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, IS OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) CUSTOMARILY AND ACTUALLY TREATED BY THE REGISTRANT AS PRIVATE OR CONFIDENTIAL. Accure shall (i) [***]; provided, however, that [***]; and (ii) use its Commercially Reasonable Efforts to [***] Accure shall promptly notify Oculis if it [***]. For clarity, notwithstanding anything to the contrary set forth in this Agreement, if the Institution Agreement is [***], then (i) [***] (and, for clarity, [***]); and (ii) [***] shall [***]. Accure will provide Oculis will full information, and comply with Oculis instructions, with respect to the exercise of rights (including, without limitation, consent rights, and obtaining rights in Co-Owner improvements and the license of such improvements to Oculis) and performance of obligations under the Institution Agreement. Without limiting the foregoing: (i) Accure will promptly (within [***]) provide Oculis with copies of any notices received by Accure pursuant to the Institution Agreement or from the other parties thereto; and (ii) Accure will not agree to any amendment of the Institution Agreement without the prior written consent of Oculis which shall not be unreasonably withheld. Oculis will not have any liability or financial obligation under the Institution Agreement.
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INSTITUTION AGREEMENT. 1. Contingent upon the acceptance of this application and upon fulfillment of the conditions presented in Section 1, the governing authorities of the institution agree as follows:
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INSTITUTION AGREEMENT. Contingent upon fulfillment of the conditions presented in Sections 1 and 3, the governing authorities of the Institution agree as follows
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Related to INSTITUTION AGREEMENT

  • Termination Agreement 8.01 Notwithstanding any other provision of this Agreement, WESTERN, at its sole option, may terminate either a Purchase Order or this Agreement at any time by giving fourteen (14) days written notice to CONSULTANT, whether or not a Purchase Order has been issued to CONSULTANT.

  • One Agreement This Agreement and any related security or other agreements required by this Agreement, collectively:

  • Controlling Agreement To the extent the terms of this Agreement (as amended, supplemented, restated or otherwise modified from time to time) directly conflicts with a provision in the Merger Agreement, the terms of this Agreement shall control.

  • Designation Agreement Section 6045(e) of the United States Internal Revenue Code and the regulations promulgated thereunder (herein collectively called the “Reporting Requirements”) require an information return to be made to the United States Internal Revenue Service, and a statement to be furnished to Seller, in connection with the Transaction. Escrow Agent is either (x) the person responsible for closing the Transaction (as described in the Reporting Requirements) or (y) the disbursing title or escrow company that is most significant in terms of gross proceeds disbursed in connection with the Transaction (as described in the Reporting Requirements). Accordingly:

  • Authorization of the Underwriting Agreement This Agreement has been duly authorized, executed and delivered by the Company.

  • Transition Agreement On the Closing Date, Seller and Buyer shall execute the Transition Services Agreement, attached as Exhibit F to this Agreement, in which Seller shall agree to provide transition services to Buyer with respect to the Assets.

  • Transaction Agreement The execution and delivery of each Confirmation between the Seller and the Purchaser shall be an agreement between such parties to the effect that, with respect to the Primary Portfolio described therein, and subject to the terms hereof and thereof, (i) the Seller shall sell, and the Purchaser shall purchase, on the Transaction Settlement Date all of the Seller’s right, title and interest in and to the Primary Portfolio Excess Spread and all proceeds thereof and the Secondary Portfolio Excess Spread and all proceeds thereof, all in exchange for the payment of the Transaction Purchase Price, and (ii) each party shall perform its duties under this Agreement as supplemented and amended by such Confirmation.

  • Subordination Agreements Subordination Agreements with respect to all Subordinated Debt.

  • Assignment of Management Agreement As additional collateral security for the Loan, Borrower conditionally transfers, sets over, and assigns to Lender all of Borrower’s right, title and interest in and to the Management Agreement and all extensions and renewals. This transfer and assignment will automatically become a present, unconditional assignment, at Lender’s option, upon a default by Borrower under the Note, the Loan Agreement, the Security Instrument or any of the other Loan Documents (each, an “Event of Default”), and the failure of Borrower to cure such Event of Default within any applicable grace period.

  • The Underwriting Agreement This Agreement has been duly authorized, executed and delivered by the Company.

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