RIGHTS AND DUTIES UPON TERMINATION OR EXPIRY Clause Samples
The "Rights and Duties Upon Termination or Expiry" clause defines the obligations and entitlements of each party when a contract ends, whether through completion of its term or early termination. It typically outlines what actions must be taken, such as returning confidential information, settling outstanding payments, or ceasing use of intellectual property. This clause ensures a clear and orderly conclusion to the contractual relationship, minimizing disputes and clarifying each party’s responsibilities after the agreement ends.
RIGHTS AND DUTIES UPON TERMINATION OR EXPIRY. 14.1 Upon termination or expiry of this Agreement, the Licensee shall immediately notify the Licensor and Novartis of the amount of Product the Licensee then has available to it and, provided that such amount is, in the opinion of Novartis, reasonable in all the circumstances, the Licensee shall be permitted to sell that amount of Product in the Territory. This provision shall only apply to the extent that such termination would deprive the Licensee of legal rights with respect to Product and Raw Materials.
14.2 Termination or expiry of this Agreement shall not affect those provisions of this Agreement which are expressly or by implication intended to survive the termination or expiration of this Agreement. In addition, any other provisions required to interpret and enforce the Parties’ rights and obligations under this Agreement shall also survive, but only to the extent that such survival is required for the full observation and performance of this Agreement by the Parties.
14.3 Termination of this Agreement in accordance with the provisions hereof shall not limit remedies which may be otherwise available in law or equity and shall be without prejudice to any rights that any person may have pursuant to this Agreement for antecedent breaches.
RIGHTS AND DUTIES UPON TERMINATION OR EXPIRY. 14.1 Upon termination or expiry of this Agreement, the Licensee shall immediately notify the Licensor and Novartis of the amount of Product the Licensee then has available to it and, provided that such amount is, in the opinion of Novartis, reasonable in all the circumstances, the Licensee shall be permitted to sell that amount of Product in the Territory. This provision shall only apply to the extent that such termination would deprive the Licensee of legal rights with respect to Product and Raw Materials.
RIGHTS AND DUTIES UPON TERMINATION OR EXPIRY. 14.1 Upon termination or expiry of this Agreement, in accordance with Clauses 13.5(e), 13.7, 13.9, 13.11 and/or 13.12 the Licensee shall immediately notify the Licensor and ViiV of the amount of Product the Licensee then has available to it and, provided that such amount is, in the opinion of ViiV, reasonable in all the circumstances, the Licensee shall be permitted to sell that amount of Product in the Territory. This provision shall only apply to the extent that such termination would deprive Licensee of legal rights with respect to Product and Raw Materials.
14.2 Termination or expiry of this Agreement shall not affect those provisions of this Agreement which are expressed or intended to survive the termination or expiration of this Agreement in particular, but without limitation, Clauses 6, 11, 15.5, 15.6 and 15.7 and the relevant provisions of this Clause 14. In addition, any other provisions required to interpret and enforce the parties’ rights and obligations under this Agreement shall also survive, but only to the extent that such survival is required for the full observation and performance of this Agreement by the Parties.
14.3 Termination of this Agreement in accordance with the provisions hereof shall not limit remedies which may be otherwise available in law or equity and shall be without prejudice to any rights that any person may have pursuant to this Agreement for antecedent breaches.
RIGHTS AND DUTIES UPON TERMINATION OR EXPIRY.
14.1 Upon termination or expiry of this Agreement in accordance with Clauses 13.5(e), 13.7, 13.9, 13.10 and/or 13.12, the Licensee shall immediately notify the Licensor and ViiV of the amount of Product the Licensee then has available to it and, provided that such amount is, in the opinion of ViiV, reasonable in all the circumstances, the Licensee shall be permitted to sell that amount of Product in the Territory. This provision shall only apply to the extent that such termination would deprive the Licensee of legal rights with respect to Product and Raw Materials.
14.2 Termination or expiry of this Agreement shall not affect those provisions of this Agreement which are expressly or by implication intended to survive the termination or expiration of this Agreement, in particular, but without limitation, Clause 3 (subject to Clause 3.14), Clauses 6 (subject to Clause 6.11), 8.6, 9.2-9.5, 11.1, 15.5, 15.6, 15.7, 18, 21, 29 and the relevant provisions of this Clause 14. In addition, any other provisions required to interpret and enforce the parties’ rights and obligations under this Agreement shall also survive, but only to the extent that such survival is required for the full observation and performance of this Agreement by the Parties. Expiration or termination of this Agreement shall not affect any rights or remedies, obligations or liabilities of either Party that have accrued up to the date of termination or which later accrues from an act or omission which occurred prior to the expiration or termination date.
14.3 Termination of this Agreement in accordance with the provisions hereof shall not limit remedies which may be otherwise available in law or equity and shall be without prejudice to any rights that any person may have pursuant to this Agreement for antecedent breaches.
14.4 Subject to Clause 2.3, upon termination or expiry of this Agreement, the Licensee shall cease all exploitation of the Patents in relation to the Territory.
14.5 Upon termination or expiry of this Agreement, all outstanding sums due from the Licensee to ViiV under this Agreement shall become immediately payable to ViiV.
14.6 Upon termination or expiry of this Agreement, or at any time upon the request (whichever is the earliest), the receiving Party shall cease all use of Confidential Information disclosed to it under or in connection with this Agreement, and shall, at the disclosing Party’s cost and direction, promptly return to the disclosing Party all such Confidential I...
RIGHTS AND DUTIES UPON TERMINATION OR EXPIRY. 12.1 Upon termination or expiry of this Agreement, in accordance with Clauses 11.7, 11.8, 11.9, 11.10 and/or 11.11, the Licensee shall immediately notify the Licensor and ViiV of the amount of Product the Licensee then has available to it and, provided that such amount is, in the opinion of ViiV, reasonable in all the circumstances, the Licensee shall be permitted to sell that amount of Product in the Territory. This provision shall only apply to the extent that such termination would deprive Licensee of legal rights with respect to Product and Raw Materials.
