PACKARD Sample Clauses

PACKARD. PACKARD shall indemnify, defend and hold harmless AURORA and its AFFILIATES and the directors, officers, employees, agents and counsel of AURORA and such AFFILIATES and the successors and assigns of any of the foregoing (the "AURORA Indemnitees"), from and against any and all liabilities, damages, losses, costs or expenses (including reasonable attorneys' and professional fees and other expenses of litigation and/or arbitration) resulting from a claim, suit or proceeding brought by a third party against a AURORA Indemnitee, arising from or occurring as a result of (a) activities performed by PACKARD in the Collaboration Program, except to the extent caused by the negligence or willful misconduct of an AURORA Indemnitee; or (b) use by AURORA of PACKARD
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PACKARD. On February 4, 1999, we entered into a financing agreement and note purchase agreement with Hewlett-Packard pursuant to which Hewlett-Packard purchased a $6.0 million subordinated secured convertible promissory note, convertible into common stock at the option of Hewlett-Packard beginning 27 August 2000 at a conversion price of $1.75 per share. The note provided for interest at 11.5% per annum, with interest payments deferrable to maturity in February 2004. The note contained a beneficial conversion feature valued at approximately $20.0 million at the commitment date. Accordingly, we allocated the full amount of proceeds to the beneficial conversion feature and recorded $6.0 million as additional paid-in capital at the time of closing. The amount was accreted by charges to interest expense and corresponding increases in long-term debt during the period from issuance of the note to August 2000 when the note became convertible. Non-cash interest charges of $3.6 million and $2.4 million were recognized in 1999 and 2000, respectively, as accreted charges to interest expense. We recognized interest expense at 11.5% per annum until the note was converted to common stock. In April 2001, Hewlett-Packard converted $3.8 million of their secured convertible promissory note into 2.2 million shares of our common stock. In connection with this conversion we modified certain terms of the secured convertible promissory note for the remaining balance equal to $3.8 million. The modified note provided for: a) a decrease in the stated interest rate to 6.0% per year; b) a cash payment of $275,104 representing a closing fee; c) principal and interest payments payable in twelve monthly installments of $326,094 beginning January 1, 2002 and a maturity date of February 1, 2003. In connection with the conversion and the modification of the note, we issued Hewlett-Packard warrants to purchase 1,384,658 shares of common stock at a purchase price of $3.75 per share. These transactions with Hewlett-Packard resulted in an extraordinary loss of approximately $2.9 million recorded in the second quarter of 2001. The extraordinary loss represents the excess of the fair value of the modified secured convertible promissory note and warrants issued over the $3.8 million recorded value of the remaining portion of the convertible debt at the time of the modification in accordance with the requirements of EITF 96-19, "Debtor's Accounting for a Modification or Exchange of Debt Instruments." On Nov...
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PACKARD at its expense, will be responsible for the selection of non-proprietary names for Systems and Components thereof, except for Oasis LabCard chips, sold by PACKARD.
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Related to PACKARD

  • Motorola retains the right to subcontract, in whole or in part, any effort required to fulfill its obligations under this Agreement, provided Motorola shall remain liable for performance hereunder.

  • Interactive Data The interactive data in eXtensible Business Reporting Language included as an exhibit to the Registration Statement or incorporated by reference in the Registration Statement fairly presents the information called for in all material respects and has been prepared in accordance with the Commission’s rules and guidelines applicable thereto.

  • Sincerely, s/ Xxxx Xxxxx ---------------------------------------- Xxxx Xxxxx Senior Vice President ING Investors Trust ING Mutual Funds ING Variable Insurance Trust ACCEPTED AND AGREED TO: The Bank of New York By: /s/ Xxxxxx X. XxXxxx --------------------------------- Name: Xxxxxx X. XxXxxx Title: Managing Director, Duly Authorized 0000 X. Xxxxxxxxxx Xxxxx Xx. Tel: 000-000-0000 ING Investors Trust Scottsdale, AZ 00000-0000 Fax: 000-000-0000 ING Mutual Funds xxx.xxxxxxxx.xxx ING Variable Insurance Trust AMENDED EXHIBIT A FUND EFFECTIVE DATE ---- ------------------ ING CORPORATE LEADERS TRUST FUND ING Corporate Leaders Trust - Series A May 17, 2004 ING Corporate Leaders Trust - Series B May 17, 2004 ING EQUITY TRUST ING Convertible Fund June 9, 2003 ING Disciplined LargeCap Fund June 9, 2003 ING Financial Services Fund June 9, 2003 ING Fundamental Research Fund December 28, 2005 ING LargeCap Growth Fund June 9, 2003 ING LargeCap Value Fund February 1, 2004 ING MidCap Opportunities Fund June 9, 2003 ING MidCap Value Choice Fund February 1, 2005 ING MidCap Value Fund June 9, 2003 ING Opportunistic LargeCap Fund December 28, 2005 ING Principal Protection Fund June 2, 2003 ING Principal Protection Fund II June 2, 2003 ING Principal Protection Fund III June 2, 2003 ING Principal Protection Fund IV June 2, 2003 ING Principal Protection Fund V June 2, 2003 ING Principal Protection Fund VI June 2, 2003 ING Principal Protection Fund VII May 1, 2003 ING Principal Protection Fund VIII October 1, 2003 ING Principal Protection Fund IX February 2, 2004 ING Principal Protection Fund X May 3, 2004 ING Principal Protection Fund XI August 16, 2004 ING Principal Protection Fund XII November 15, 2004 ING Principal Protection Fund XIII TBD ING Principal Protection Fund XIV TBD ING Real Estate Fund June 9, 2003 ING SmallCap Opportunities Fund June 9, 2003 ING SmallCap Value Choice Fund February 1, 2005 ING SmallCap Value Fund June 9, 2003 ING FUNDS TRUST ING Classic Money Market Fund April 7, 2003 ING GNMA Income Fund April 7, 2003 ING High Yield Bond Fund April 7, 2003 ING Institutional Prime Money Market Fund July 29, 2005 ING Intermediate Bond Fund April 7, 2003 ING National Tax-Exempt Bond Fund April 7, 2003 ING GET FUND ING GET Fund - Series N July 14, 2003 ING GET Fund - Series P July 14, 2003 ING GET Fund - Series Q July 14, 2003 ING GET Fund - Series R July 14, 2003 ING GET Fund - Series S July 14, 2003 ING GET Fund - Series T July 14, 2003 ING GET Fund - Series U July 14, 2003 ING GET Fund - Series V March 13, 2003 ING GLOBAL EQUITY DIVIDEND AND PREMIUM OPPORTUNITY FUND March 28, 2005 ING GLOBAL ADVANTAGE AND PREMIUM OPPORTUNITY FUND October 27, 2005 ING INVESTMENT FUNDS, INC. ING MagnaCap Fund June 9, 2003 ING INVESTORS TRUST ING AllianceBernstein Mid Cap Growth Portfolio January 6, 2003 ING American Funds Growth Portfolio September 2, 2003 ING American Funds Growth-Income Portfolio September 2, 2003 ING American Funds International Portfolio September 2, 2003 ING Capital Guardian Small/Mid Cap Portfolio January 13, 2003 ING Capital Guardian U.S. Equities Portfolio January 13, 2003 ING Disciplined Small Cap Value Portfolio April 28, 2006 ING Eagle Asset Capital Appreciation Portfolio January 6, 2003 ING EquitiesPlus Portfolio April 28, 2006 ING Evergreen Health Sciences Portfolio May 3, 2004 ING Evergreen Omega Portfolio May 3, 2004 ING FMR(SM) Diversified Mid Cap Portfolio January 6, 2003 ING FMR(SM) Earnings Growth Portfolio April 29, 2005 ING FMR(SM) Equity Income Portfolio July 17, 2006 ING Franklin Income Portfolio April 28, 2006 ING Global Real Estate Portfolio January 3, 2006 ING Global Resources Portfolio January 13, 2003 ING Xxxxxxx Xxxxx Tollkeeper(SM) Portfolio January 6, 2003 ING International Portfolio January 13, 2003 ING Janus Contrarian Portfolio January 13, 2003 ING JPMorgan Emerging Markets Equity Portfolio January 13, 2003 ING JPMorgan Small Cap Equity Portfolio January 13, 2003 ING JPMorgan Value Opportunities Portfolio April 29, 2005 ING Xxxxxx Xxxx Foreign Portfolio January 13, 2003 ING Xxxx Xxxxx Partners All Cap Portfolio January 6, 2003 ING Xxxx Xxxxx Value Portfolio January 13, 2003 ING LifeStyle Aggressive Growth Portfolio May 1, 2004 ING LifeStyle Growth Portfolio May 1, 2004 ING LifeStyle Moderate Growth Portfolio May 1, 2004 ING LifeStyle Moderate Portfolio May 1, 2004 ING Limited Maturity Bond Portfolio January 6, 2003 ING Liquid Assets Portfolio January 6, 2003 ING Lord Xxxxxx Affiliated Portfolio January 6, 2003 ING MarketPro Portfolio August 1, 2005 ING MarketStyle Growth Portfolio August 1, 2005 ING MarketStyle Moderate Growth Portfolio August 1, 2005 ING MarketStyle Moderate Portfolio August 1, 2005 ING Xxxxxxx Growth Portfolio January 13, 2003 ING Xxxxxxx International Opportunities Portfolio April 29, 2005 ING Mercury Large Cap Growth Portfolio January 6, 2003 ING Mercury Large Cap Value Portfolio January 6, 2003 ING MFS Mid Cap Growth Portfolio January 13, 2003 ING MFS Total Return Portfolio January 13, 2003 ING MFS Utilities Portfolio April 29, 2005 ING Xxxxxxxxxxx Main Street Portfolio(R) January 13, 2003 ING PIMCO Core Bond Portfolio January 13, 2003 ING PIMCO High Yield Portfolio November 5, 2003 ING Pioneer Equity Income Portfolio July 17, 2006 ING Pioneer Fund Portfolio April 29, 2005 ING Pioneer Mid Cap Value Portfolio April 29, 2005 ING Stock Index Portfolio November 5, 2003 ING X. Xxxx Price Capital Appreciation Portfolio January 13, 2003 ING X. Xxxx Price Equity Income Portfolio January 13, 2003 ING Xxxxxxxxx Global Growth Portfolio January 13, 2003 ING UBS U.S. Allocation Portfolio January 6, 2003 ING Xxx Xxxxxx Equity Growth Portfolio January 13, 2003 ING Xxx Xxxxxx Global Franchise Portfolio January 13, 2003 ING Xxx Xxxxxx Growth and Income Portfolio January 13, 2003 ING Xxx Xxxxxx Real Estate Portfolio January 13, 2003 ING VP Index Plus International Equity Portfolio July 29, 2005 ING Xxxxx Fargo Mid Cap Disciplined Portfolio January 6, 2003 ING Xxxxx Fargo Small Cap Disciplined Portfolio November 30, 2005 ING MAYFLOWER TRUST ING International Value Fund November 3, 2003 ING MUTUAL FUNDS ING Diversified International Fund December 7, 2005 ING Emerging Countries Fund November 3, 2003 ING Emerging Markets Fixed Income Fund December 7, 2005 ING Foreign Fund July 1, 2003 ING Global Bond Fund June 19, 2006 ING Global Equity Dividend Fund September 2, 2003 ING Global Real Estate Fund November 3, 2003 ING Global Value Choice Fund November 3, 2003 ING Greater China Fund December 7, 2005 ING Index Plus International Equity Fund December 7, 2005 ING International Capital Appreciation Fund December 7, 2005 ING International Fund November 3, 2003 ING International Real Estate Fund February 28, 2006 ING International SmallCap Fund November 3, 2003 ING International Value Choice Fund February 1, 2005 ING Precious Metals Fund November 3, 2003 ING Russia Fund November 3, 2003 ING PARTNERS, INC. ING American Century Large Company Value Portfolio January 10, 2005 ING American Century Select Portfolio January 10, 2005 ING American Century Small-Mid Cap Value Portfolio January 10, 2005 ING Baron Asset Portfolio December 7, 2005 ING Baron Small Cap Growth Portfolio January 10, 2005 ING Columbia Small Cap Value II Portfolio April 28, 2006 ING Xxxxx Venture Value Portfolio January 10, 2005 ING Fidelity(R) VIP Contrafund(R) Portfolio November 15, 2004 ING Fidelity(R) VIP Equity-Income Portfolio November 15, 2004 ING Fidelity(R) VIP Growth Portfolio November 15, 2004 ING Fidelity(R) VIP Mid Cap Portfolio November 15, 2004 ING Fundamental Research Portfolio January 10, 2005 ING Xxxxxxx Xxxxx(R) Capital Growth Portfolio January 10, 2005 ING Xxxxxxx Xxxxx(R) Structured Equity Portfolio January 10, 2005 ING JPMorgan International Portfolio January 10, 2005 ING JPMorgan Mid Cap Value Portfolio January 10, 2005 ING Xxxx Xxxxx Partners Aggressive Growth Portfolio January 10, 2005 ING Xxxx Xxxxx Partners Large Cap Growth Portfolio January 10, 2005 ING Lord Xxxxxx U.S. Government Securities Portfolio December 7, 2005 ING MFS Capital Opportunities Portfolio January 10, 2005 ING Xxxxxxxxx Xxxxxx Partners Portfolio December 7, 2005 ING Xxxxxxxxx Xxxxxx Regency Portfolio December 7, 2005 ING OpCap Balanced Value Portfolio January 10, 2005 ING Xxxxxxxxxxx Global Portfolio January 10, 2005 ING Xxxxxxxxxxx Strategic Income Portfolio January 10, 2005 ING PIMCO Total Return Portfolio January 10, 2005 ING Pioneer High Yield Portfolio December 7, 2005 ING Solution 2015 Portfolio April 29, 2005 ING Solution 2025 Portfolio April 29, 2005 ING Solution 2035 Portfolio April 29, 2005 ING Solution 2045 Portfolio April 29, 2005 ING Solution Income Portfolio April 29, 2005 ING X. Xxxx Price Diversified Mid Cap Growth Portfolio January 10, 2005 ING X. Xxxx Price Growth Equity Portfolio January 10, 2005 ING Xxxxxxxxx Foreign Equity Portfolio November 30, 2005 ING UBS U.S. Large Cap Equity Portfolio January 10, 2005 ING UBS U.S. Small Cap Growth Portfolio April 28, 2006 ING Xxx Xxxxxx Xxxxxxxx Portfolio January 10, 2005 ING Xxx Xxxxxx Equity and Income Portfolio January 10, 2005 ING SERIES FUND, INC. Brokerage Cash Reserves June 2, 2003 ING 130/30 Fundamental Research Fund April 28, 2006 ING Aeltus Money Market Fund June 2, 2003 ING Balanced Fund June 2, 2003 ING Equity Income Fund June 9, 2003 ING Global Science and Technology Fund June 2, 2003 ING Growth Fund June 9, 2003 ING Index Plus LargeCap Fund June 9, 2003 ING Index Plus MidCap Fund June 9, 2003 ING Index Plus SmallCap Fund June 9, 2003 ING International Growth Fund November 3, 2003 ING Small Company Fund June 9, 2003 ING Strategic Allocation Conservative Fund June 2, 2003 ING Strategic Allocation Growth Fund June 2, 2003 ING Strategic Allocation Moderate Fund June 2, 2003 ING STRATEGIC ALLOCATION PORTFOLIOS, INC. ING VP Strategic Allocation Conservative Portfolio July 7, 2003 ING VP Strategic Allocation Growth Portfolio July 7, 2003 ING VP Strategic Allocation Moderate Portfolio July 7, 2003 ING VARIABLE FUNDS ING VP Growth and Income Portfolio July 7, 2003 ING VARIABLE INSURANCE TRUST ING GET U.S. Core Portfolio - Series 1 June 13, 2003 ING GET U.S. Core Portfolio - Series 2 September 12, 2003 ING GET U.S. Core Portfolio - Series 3 December 12, 2003 ING GET U.S. Core Portfolio - Series 4 March 12, 2004 ING GET U.S. Core Portfolio - Series 5 June 11, 2004 ING GET U.S. Core Portfolio - Series 6 September 10, 2004 ING GET U.S. Core Portfolio - Series 7 December 10, 2004 ING GET U.S. Core Portfolio - Series 8 March 9, 2005 ING GET U.S. Core Portfolio - Series 9 June 8, 2005 ING GET U.S. Core Portfolio - Series 10 September 7, 2005 ING GET U.S. Core Portfolio - Series 11 December 6, 2005 ING GET U.S. Core Portfolio - Series 12 March 2, 2006 ING GET U.S. Core Portfolio - Series 13 June 22, 2006 ING VP Global Equity Dividend Portfolio November 3, 2003 ING VARIABLE PORTFOLIOS, INC. ING VP Global Science and Technology Portfolio July 7, 2003 ING VP Growth Portfolio July 7, 2003 ING VP Index Plus LargeCap Portfolio July 7, 2003 ING VP Index Plus MidCap Portfolio July 7, 2003 ING VP Index Plus SmallCap Portfolio July 7, 2003 ING VP International Equity Portfolio November 3, 2003 ING VP Small Company Portfolio July 7, 2003 ING VP Value Opportunity Portfolio July 7, 2003 ING VARIABLE PRODUCTS TRUST ING VP Financial Services Portfolio May 1, 2004 ING VP High Yield Bond Portfolio October 6, 2003 ING VP International Value Portfolio November 3, 2003 ING VP LargeCap Growth Portfolio October 6, 2003 ING XX XxxXxx Opportunities Portfolio October 6, 2003 ING VP Real Estate Portfolio May 1, 2004 ING VP SmallCap Opportunities Portfolio October 6, 2003 ING VP BALANCED PORTFOLIO, INC. July 7, 2003 ING VP INTERMEDIATE BOND PORTFOLIO July 7, 2003 ING VP MONEY MARKET PORTFOLIO July 7, 2003 ING VP NATURAL RESOURCES TRUST October 6, 2003

  • Shareholder Services Transfer Agent or its agent will investigate all inquiries from Shareholders of a Fund relating to Shareholder accounts and will respond to all communications from Shareholders and others relating to its duties hereunder and such other correspondence as may from time to time be mutually agreed upon between Transfer Agent and a Fund. Transfer Agent shall provide each Fund with reports concerning Shareholder inquires and the responses thereto by Transfer Agent, in such form and at such times as are agreed to by the Fund and Transfer Agent.

  • Print Name By: ------------------------------------------ Signature Title: --------------------------------------- (required for any purchaser that is a corporation, partnership, trust or other entity) EXHIBIT C AMYLIN PHARMACEUTICALS, INC. CERTIFICATE OF SUBSEQUENT SALE ChaseMellon Shareholder Services RE: Sale of Shares of Common Stock of Amylin Pharmaceuticals, Inc. (the "Company") pursuant to the Company's Prospectus dated _______________, 2000 (the "Prospectus") Dear Sir/Madam: The undersigned hereby certifies, in connection with the sale of shares of Common Stock of the Company included in the table of Selling Shareholders in the Prospectus, that the undersigned has sold the Shares pursuant to the Prospectus and in a manner described under the caption "Plan of Distribution" in the Prospectus and that such sale complies with all applicable securities laws, including, without limitation, the Prospectus delivery requirements of the Securities Act of 1933, as amended. Selling Shareholder (the beneficial owner): ----------------------------- Record Holder (e.g., if held in name of nominee): ----------------------- Restricted Stock Certificate No.(s): ------------------------------------ Number of Shares Sold: -------------------------------------------------- Date of Sale: ----------------------------------------------------------- In the event that you receive a stock certificate(s) representing more shares of Common Stock than have been sold by the undersigned, then you should return to the undersigned a newly issued certificate for such excess shares in the name of the Record Holder and BEARING A RESTRICTIVE LEGEND. Further, you should place a stop transfer on your records with regard to such certificate. Very truly yours, By: ------------------------------------- Print Name: ----------------------------- Title: ---------------------------------- Dated: -------------------

  • Stockholder Services (i) Manage services for and communications with Stockholders, including answering phone calls, preparing and sending written and electronic reports and other communications;

  • Computer Systems (a) The Computer Systems adequately meet the data processing and other computing needs of the Business as presently conducted. The Computer Systems function, operate, process and compute in accordance with all Applicable Laws, industry standards and trade practices.

  • Information Systems (a) The MA Organization must:

  • Alex Xxxxx shall furnish, at its expense and without cost to the Fund, the services of personnel to the extent that such services are required to carry out their obligations under this Agreement;

  • Agreement not to Participate in Company’s Competitors During Executive’s employment with the Company, Executive agrees not to acquire, assume or participate in, directly or indirectly, any position, investment or interest known by Executive to be adverse or antagonistic to the Company, its business, or prospects, financial or otherwise, or in any company, person, or entity that is, directly or indirectly, in competition with the business of the Company or any of its Affiliates (as defined below). Ownership by Executive, in professionally managed funds over which the Executive does not have control or discretion in investment decisions, or as a passive investment, of less than two percent (2%) of the outstanding shares of capital stock of any corporation with one or more classes of its capital stock listed on a national securities exchange or publicly traded on a national securities exchange or in the over-the-counter market shall not constitute a breach of this Section. For purposes of this Agreement, “Affiliate,” means, with respect to any specific entity, any other entity that, directly or indirectly, through one or more intermediaries, controls, is controlled by or is under common control with such specified entity.

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