NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. 1. The Parties hereby confirm their intention to terminate the Agreement by mutual consent with effect as of 1 October 2012 (hereinafter the “Effective Date”).
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. 1. The term of this Lease for 900 Xxxx Xxxxxx shall be extended and expire on October 31, 2005.
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. 1. The Town hereby agrees to sell, transfer and assign the Lands to the Purchaser, free and clear of all encumbrances (except as otherwise set out herein), subject to the terms and conditions set out herein.
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. Except as otherwise specified in present Amendment n° 1 (hereinafter referred to as “Amendment 1”), the terms hereby used in capitalized form shall have the meaning assigned to them in the Agreement.
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. Article 1 Definitions
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. 1. The Preamble to this Agreement shall form an integral part hereof as if at length recited herein. The Company hereby grants the Importer the exclusive right to import, market, distribute and manufacture all Products, excepting in the territories set forth in Schedule “C”, manufactured from time to time by the Company to Products and parts relating to or derived from Taiwan Patent No. 285138 or US Patent No. 7632471 and any modifications, improvements or substitute products now or in the future made, including without limitation the Products described in the preamble but not limited to all models that are related products and parts invented and relating to the aforesaid Patents (collectively, the “Products”), worldwide, and the Importer hereby undertakes to import, market, sell and distribute the Products and at the Importer’s sole discretion manufacture the Products worldwide upon a payment to the Company of a royalty of Five Per Cent (5%) of the gross sales proceeds from the sale of the Products. The Royalty shall be paid within 15 days of the final payment received by the Importer from the Purchaser of the manufactured Product. Should the Importer undertake to manufacture the QES2000 System, the Importer shall manufacture the QES2000 System or any modification, improvement or substitute in accordance with specifications set out by the Company in Paragraph 7 herein and shall not reverse engineer or modify the Products without the consent of the Company which consent shall not be unreasonably withheld. The Company shall own all proprietary rights to the components and all intellectual property rights in any inventions, formulations, developments, improvements or modifications to the Products relating to the manufacturing of the components, whether or not developed pursuant to this agreement. Should the Importer determine to manufacture the Products, the Importer agrees to have its financial records and statements prepared in accordance with US Generally Accepted Accounting Principles (GAAP) and audited by a United States or internationally recognized auditing firm who shall audit the financial records The Importer agrees to exercise its best efforts to develop the largest possible market for the Products worldwide and shall continuously offer, advertise, demonstrate and otherwise promote the marketing of the Products worldwide.
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. The Preamble to this Agreement shall form an integral part hereof as if at length recited herein. This Agreement shall run for an initial term from the effective date set out above to [DATE], inclusively. It shall be automatically renewed for consecutive successive periods of [NUMBER] months each commencing on [DATE] and terminating on [DATE] of each successive calendar year, unless: written notice of non-renewal is sent by either party hereto to the other party not less than [NUMBER] days before the end of that calendar year, provided however that all orders placed by the Importer prior to [DATE] of that calendar year shall be filled by the Company within [NUMBER] days following the termination of the Agreement; or written notice of termination for cause is sent by the Importer to the Company; in which case the termination shall be effective upon the date specified in the notice, which may but need not be the date on which it is given; cause is defined for the propose of such notice as the Company’s failure to fill [NUMBER] or more orders during a successive [NUMBER] month period within the delays provided below; or
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. 1. As used within this Agreement, the terms “Company,” “we,” “our” or “us“ collectively refer to National Fuel Gas Company and its subsidiary and affiliated companies, other related entities, and successors or assigns. As used within this Agreement, the terms “Xx. Xxxxxx,” “employee,” “you” or “your” refers to Xxxxxx X. Xxxxxx.
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. 1. The Preamble to this Agreement shall form an integral part hereof as if at length recited herein.
NOW THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS. 1. The Transferor warrants and represents (i) it has good title to the Company Shares, (ii) it has all necessary power and authority to enter into and perform this Agreement, (iii) this Agreement constitutes its valid and binding obligation, and (iv) it will be responsible for the payment of all taxes of whatever nature associated with the transfer.
