Recording and Similar Responsibilities Sample Clauses

Recording and Similar Responsibilities. Notwithstanding the foregoing provisions of this Section ‎3, it shall be Palatin’s responsibility (a) to record the applicable Patent Assignment Agreement and Trademark Assignment Agreement following execution thereof by AMAG at the Termination Agreement Date and (b) to bear the fees and other costs and any Taxes arising from such activities.
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Recording and Similar Responsibilities. Notwithstanding the foregoing provisions of this Article I, it shall be Purchaser’s responsibility (a) to prepare the applicable Patent assignments and Trademark assignments, which shall be in the form attached to this Agreement as Exhibit A and Exhibit B (the “IP Transfer Documents”), respectively, and to record such assignments following execution thereof by Seller at the Closing, and (b) to bear the fees and other costs in accordance with Section 3.03.
Sample 1
Recording and Similar Responsibilities. Notwithstanding the provisions of this Section 2.1, unless provided otherwise within this Agreement, it shall be Buyer’s responsibility to prepare (i) the applicable Copyright assignments, Patent assignments and Trademark assignments (in each case substantially in the form of the assignments set forth in Exhibit J hereto, with such changes as are required to comply with requirements for recording in application jurisdictions outside the United States) with respect to the Transferred IP (the “Transferred IP Assignments”) and to record such assignments following execution thereof by Seller or an Asset Selling Company or any other Affiliate of Seller who holds any of the Transferred IP at Closing (or, in the case of a Deferred Transfer, at the closing of such Deferred Transfer) and (ii) the applicable deeds, assignment and assumption of leases, easements, local transfer forms, certificates of affidavits, and other documents necessary to effectuate the transfer of the Transferred Real Property (including the Operating and Production Agreement); provided, however, that, with respect to Huntsman International (India) Private Limited, Huntsman International (India) Private Limited shall make relevant filings for (A) transfer of the GIDC Lease and execute such relevant and necessary deeds and assignment applications to effectuate the transfer of the Transferred Real Property in India and (B) regularization of GIDC Non-Leased Land with GIDC. Seller shall provide to Buyer any records or other documentation in Seller’s possession, reasonably requested by Buyer and reasonably necessary for Buyer to update and clean up the chain of title for all Business IP Registrations and Applications with respect to all matters affecting title to such Business IP Registrations and Applications (including assignment, merger, name change, release of security interest or other records or other documentation) up to but excluding any assignment to Buyer. Buyer or the applicable Buyer Assignee shall use commercially reasonable efforts to cooperate with Seller for effectuating the transfer of the Transferred Real Property in India (or, in the case of a Deferred Transfer, at the closing of such Deferred Transfer).
Sample 1

Related to Recording and Similar Responsibilities

  • Monitoring Responsibilities The Custodian shall furnish annually to the Fund, during the month of June, information concerning the foreign sub-custodians employed by the Custodian. Such information shall be similar in kind and scope to that furnished to the Fund in connection with the initial approval of this Contract. In addition, the Custodian will promptly inform the Fund in the event that the Custodian learns of a material adverse change in the financial condition of a foreign sub-custodian or any material loss of the assets of the Fund or in the case of any foreign sub-custodian not the subject of an exemptive order from the Securities and Exchange Commission is notified by such foreign sub-custodian that there appears to be a substantial likelihood that its shareholders' equity will decline below $200 million (U.S. dollars or the equivalent thereof) or that its shareholders' equity has declined below $200 million (in each case computed in accordance with generally accepted U.S. accounting principles).

  • Trust Responsibilities In connection with its use of AVA, the Trust, through its service providers, shall:

  • Specific Responsibilities In addition to its overall responsibility for monitoring and providing a forum to discuss and coordinate the Parties’ activities under this Agreement, the JSC shall in particular:

  • Regulatory Responsibilities Following the approval by the FDA of an ANDA, Xxxx shall be solely responsible, with Corium’s reasonable assistance, for maintaining the ANDA for the Product including any necessary periodic reporting requirements. Furthermore, Xxxx shall be responsible for all adverse event reporting as required by the Act. Xxxx agrees to perform these activities in conformance with cGMP, the ANDA specifications and the Act. Xxxx shall provide Corium with copies of all material correspondence from or to regulatory authorities in the Territory relating to the maintenance of the ANDA.

  • ALPS’ Responsibilities In connection with its performance of TA Web, ALPS shall:

  • Other Responsibilities The delivery of any notices to, and the obtaining of any consents from, any Permitted Transferee with respect to any provision of this Agreement, including, but not limited to, Sections 7.1 and 7.4, shall be your sole responsibility, unless otherwise agreed to in writing between such Permitted Transferee and the Sponsor. Neither the Company nor the Sponsor shall be liable to any Permitted Transferee for your failure to deliver a notice to, or obtain a consent from, any Permitted Transferee with respect to any provision of this Agreement, including, but not limited to, Sections 7.1 and 7.4.

  • Company Responsibilities The Company will undertake responsibilities as set forth below:

  • Client Responsibilities During the Term and subject to the provisions of this Schedule, Client shall at its expense (unless otherwise provided for herein) fulfill, or cause to be fulfilled by the Funds or otherwise, the Client obligations, if any, set forth in each Service Exhibit to this Schedule. Client hereby represents, warrants and covenants that the execution and delivery of this Schedule by Client and the performance of Client’s obligations under this Schedule have been duly authorized by all necessary action on the part of Client. Client must comply with the provisions of this Schedule. Client agrees that DST may seek relief from Client for any infringement of this Schedule such as, but not limited to, a material violation, breach, act of negligence or gross negligence, willful misconduct, misfeasance or malfeasance committed by Client or its officers, agents and assigns, in connection with Client’s obligations and responsibilities under this Schedule.

  • Preservation of Business; Fiduciary Responsibility Executive shall use his best efforts to preserve the business and organization of Employer and to preserve the business relations of Employer. So long as the Executive is employed by Employer, Executive shall observe and fulfill proper standards of fiduciary responsibility attendant upon his service and office.

  • Custodial Responsibilities ARTICLE IX

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