Subject to Section 7. 3.5 below, CLEC shall not xxxx SBC-AMERITECH for terminating any Transit traffic, whether identified or unidentified, i.e. whether SBC- AMERITECH is sent CPN or is not sent CPN by the originating company. However, in the event CLEC indicates to SBC-AMERITECH that unidentified transit traffic volume has become significant, SBC-AMERITECH agrees to work with CLEC to explore alternatives and to devise a jointly agreed approach to minimizing the amount of unidentified transit traffic.
Subject to Section 7. 1.1, the Standard Contractual Clauses apply to (i) the legal entity that has executed the Standard Contractual Clauses as a Data Exporter and, (ii) all Affiliates (as defined in the Agreement) of Customer established within the EEA and Switzerland or the United Kingdom that have licensed the Service. For the purpose of the Standard Contractual Clauses and this Section 7, the aforementioned entities shall be deemed “Data Exporters”.
Subject to Section 7. 7.1 and without prejudice to the terms of the Port Liability Agreement, Seller releases Buyer, its Affiliates and their respective shareholders and members, officers, directors, employees, designees, representatives, and agents from liability to Seller incident to all Claims and Losses that may exist, arise or be threatened currently or in the future at any time following the Effective Date and whether or not of a type contemplated by either Party at any time, brought by any Person for injury to, illness or death of any employee of Seller, or for damage to or loss of the Driftwood LNG Terminal, which injury, illness, death, damage or loss arises out of, is incident to, or results from the performance or failure to perform this Agreement by Buyer, or any of its Affiliates, shareholders and members, officers, directors, employees, designees, representatives and agents.
Subject to Section 7. 3, the Pledgee may exercise its remedies under this Agreement at any time after the Pledgee gives a notice of default in accordance with Section 7.3
Subject to Section 7. 1(g), an obligation on COH to bring or prosecute any suit or action against a third party for infringement of any of the Patent Rights or Core Know-How);
Subject to Section 7. 4.1 hereof, each of the Members acknowledges and agrees that the Confidential Information is confidential to and a valuable asset of Supplier, is proprietary, and includes trade secrets of Supplier and that such Member: (i) will not use the Confidential Information in any other business or capacity; (ii) will maintain the absolute secrecy and confidentiality of the Confidential Information; and (iii) will not make unauthorized copies of any portion of the Confidential Information disclosed in written or other tangible form.
Subject to Section 7. 5.4 of this DBA, for the period commencing on the Effective Date and continuing until Final Acceptance, DB Contractor shall provide the following remedies with respect to Trees that are (i) within Project ROW outside of the Tree Preservation Areas; (ii) not Iconic Trees; and (iii) not in the Old Bee Cave Road Offsite Detention Area:
Subject to Section 7. 3, each Party agrees that it shall not, and each shall cause its Affiliates and representatives not to, without the prior written consent of Buyer, in the case of TAT, any Seller, or any Acquired Company, or TAT, in the case of Buyer, directly or indirectly, reveal, divulge, disclose or communicate (whether orally in writing) to any Person in any manner whatsoever information of any kind, nature or description concerning or relating to the business, assets or Liabilities of any other Party; provided, however, the forgoing shall not apply to any such information which (i) in the case of Buyer after the Closing, relates to any of the Acquired Companies, (ii) at the time of disclosure or thereafter is generally available to the public (other than as a result of its disclosure by a Party hereto or any of its Affiliates or representatives in breach of this Section 7.2(b)) or (iii) was or is required to be disclosed by a Party pursuant to an ongoing contract in effect as of the date hereof, provided that such disclosure is subject to a confidentiality obligation in favor of such Party. If this Agreement is terminated prior to Closing for any reason, this Section 7.2(b) shall remain in effect until December 31, 2012, and after such date this Section 7.2(b) shall no longer have any force or effect.
Subject to Section 7. 2.1, Licensee shall have the first right, but not the obligation, to Prosecute Product-Specific Patents in the Territory at its own cost and expense. Notwithstanding the foregoing, (i) Licensee may file a Product-Specific Patent with respect to a Binder after Inhibrx has filed a Binder Patent with claims specifically covering such Binder, if approved in writing by Inhibrx on a case-by-case basis, and (ii) Licensee shall use Commercially Reasonable Efforts to Prosecute each Product-Specific Patent with the goal of securing and maintaining the broadest reasonable protection available for such Product-Specific Patents in countries where it is commercially reasonable to do so (including, at a minimum, in the United States, China, Japan, the United Kingdom, Germany, Italy, Spain and France).
Subject to Section 7. 1.1 and any authority or restrictions with respect to any Authorised Representative specified in any document received and accepted by the Custodian, the Client confirms that its Relevant Authorised Representative(s) are authorised to perform all lawful acts on behalf of the Client in connection with the Custody Account or Custody Cash Account, Securities or Cash, or otherwise in connection with this Agreement including, but not limited to: (i) opening, closing and operating the Custody Account and/or Custody Cash Account; (ii) signing any agreements, declarations or other documents relating to any Securities or Cash, Custody Account or Custody Cash Account, or service; and (iii) providing any Instruction, until the Custodian has received written notice or other notice acceptable to it of any change of an Authorised Representative in accordance with Clause 5.7 of the Agreement.
