Common use of Termination for Insolvency or Bankruptcy Clause in Contracts

Termination for Insolvency or Bankruptcy. Either party may, in addition to any other remedies available to it by law or in equity, terminate this Agreement effective on written notice to the other party in the event the other party shall have become insolvent or bankrupt, or shall have made an assignment for the benefit of its creditors, or there shall have been appointed a trustee or receiver of the other party or for all or a substantial part of its property, or any case or proceeding shall have been commenced or other action taken by or against the other party in bankruptcy or seeking reorganization, liquidation, dissolution, winding-up, arrangement, composition or readjustment of its debts or any other relief under any bankruptcy, insolvency, reorganization or other similar act or law of any jurisdiction now or hereafter in effect, or there shall have been issued a warrant of attachment, execution, distraint or similar process against any substantial part of the property of the other party, and any such event shall have continued for ninety (90) days undismissed, unbonded and undischarged. Furthermore, all rights and licenses granted under this Agreement are, and shall be deemed to be, for purposes of Section 365(n) of the Bankruptcy Code, licenses of rights to "intellectual property" as defined under Section 101(56) of the United States Bankruptcy Code. The parties agree that in the event of the commencement of a bankruptcy proceeding by or against of party hereunder under the United States Bankruptcy Code, the other party shall be entitled to complete access, in accordance with this Agreement, to any such intellectual property, and all embodiments of such intellectual property, pertaining to the rights licensed to it hereunder of the party by or against whom a bankruptcy proceeding has been commenced.

Appears in 4 contracts

Samples: Research License and Option Agreement (Abgenix Inc), Research License and Option Agreement (Abgenix Inc), Research License and Option Agreement (Abgenix Inc)

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Termination for Insolvency or Bankruptcy. Either party may, in addition This Agreement may be terminated prior to any other remedies available to it by law or in equity, terminate this Agreement effective on the expiration of its Term upon written notice to the other party by either Party: (i) in the event that the other party Party hereto shall have become insolvent (1) apply for or bankruptconsent to the appointment of, or shall have made an assignment for the benefit taking of its creditorspossession by, or there shall have been appointed a receiver, custodian, trustee or receiver liquidator of the other party itself or for of all or a substantial part of its property, (2) make a general assignment for the benefit of its creditors, (3) commence a voluntary case under the U.S. Bankruptcy Code (or foreign equivalent), as now or hereafter in effect (the “Bankruptcy Code”), (4) file a petition seeking to take advantage of any case or proceeding shall have been commenced or other action taken by or against law (the other party in bankruptcy or seeking “Bankruptcy Laws”) relating to bankruptcy, insolvency, reorganization, liquidation, dissolution, winding-up, arrangementor composition or readjustment of debts, (5) fail to controvert in a timely and appropriate manner, or acquiesce in writing to, any petition filed against it in any involuntary case under the Bankruptcy Code, or (6) take any corporate action for the purpose of effecting any of the foregoing; or (ii) if a proceeding or case shall be commenced against the other Party hereto in any court of competent jurisdiction, seeking (1) its liquidation, reorganization, dissolution or winding-up, or the composition or readjustment of its debts debts, (2) the appointment of a trustee, receiver, custodian, liquidator or any other relief under any bankruptcy, insolvency, reorganization the like of the Party or other similar act of all or law of any jurisdiction now or hereafter in effect, or there shall have been issued a warrant of attachment, execution, distraint or similar process against any substantial part of the property its assets, or (3) similar relief under any Bankruptcy Laws, or an order, judgment or decree approving any of the other party, and any such event shall have continued for ninety (90) days undismissed, unbonded and undischarged. Furthermore, all rights and licenses granted under this Agreement are, and foregoing shall be deemed to be, entered and continue unstayed for purposes a period of Section 365(nsixty (60) of days; or an order for relief against the other Party hereto shall be entered in an involuntary case under the Bankruptcy Code, licenses of rights to "intellectual property" as defined under Section 101(56) of the United States Bankruptcy Code. The parties agree that in the event of the commencement of a bankruptcy proceeding by or against of party hereunder under the United States Bankruptcy Code, the other party shall be entitled to complete access, in accordance with this Agreement, to any such intellectual property, and all embodiments of such intellectual property, pertaining to the rights licensed to it hereunder of the party by or against whom a bankruptcy proceeding has been commenced.

Appears in 2 contracts

Samples: Development, License and Supply Agreement, Development, License and Supply Agreement (Merrimack Pharmaceuticals Inc)

Termination for Insolvency or Bankruptcy. Either party Party may, in addition to any other remedies available to it by law or in equity, terminate this Agreement effective on written Agreement, in whole or in part as the terminating Party may determine, by notice to the other party Party in the event the other party Party shall have become insolvent or bankrupt, or shall have made an assignment for the benefit of its creditors, or there shall have been appointed a trustee or receiver of the other party Party or for all or a substantial part of its property, or there shall have been issued a warrant of attachment, execution, distraint or similar process against any substantial part of the property of the other Party, or any case or proceeding shall have been commenced or other action taken by or against the other party Party in bankruptcy or seeking reorganization, liquidation, dissolution, winding-up, arrangement, composition or readjustment of its debts or any other relief under any bankruptcy, insolvency, reorganization or other similar act or law of any jurisdiction now or hereafter in effect, or there shall have been issued a warrant of attachment, execution, distraint or similar process against provided that in any substantial part of the property of the other party, and any such case such event shall have continued for ninety (90) 60 days undismissed, unbonded and undischarged. Furthermore, all rights and licenses granted under to this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the Bankruptcy Code, licenses of rights to "intellectual property" as defined under Section 101(56) of the United States Bankruptcy Code. The parties agree that in the event of the commencement of a bankruptcy proceeding by or against of party hereunder under the United States Bankruptcy Code, the other party shall be entitled to complete access, in accordance with this Agreement, to any such intellectual property, and all embodiments of such intellectual property, pertaining to the rights licensed to it hereunder of the party by or against whom a bankruptcy proceeding has been commenced.

Appears in 2 contracts

Samples: License Agreement (Vaxgen Inc), License Agreement (Vaxgen Inc)

Termination for Insolvency or Bankruptcy. Either party Party may, in addition to any other remedies available to it by law or in equity, terminate this Agreement effective on written Agreement, in whole or in part as the terminating Party may determine, by notice to the other party Party in the event the other party Party shall have become insolvent or bankrupt, or shall have made an assignment for the benefit of its creditors, or there shall have been appointed a trustee or receiver of the other party Party or for all or a substantial part of its property, or there shall have been issued a warrant of attachment, execution, distraint or similar process against any substantial part of the property of the other Party, or any case or proceeding shall have been commenced or other action taken by or against the other party Party in bankruptcy or seeking reorganization, liquidation, dissolution, winding-up, arrangement, composition or readjustment of its debts or any other relief under any bankruptcy, insolvency, reorganization or other similar act or law of any jurisdiction now or hereafter in effect, or there shall have been issued a warrant of attachment, execution, distraint or similar process against provided that in any substantial part of the property of the other party, and any such case such event shall have continued for ninety (90) 60 days undismissed, unbonded and undischarged. Furthermore, all rights and licenses granted under to this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n365 (n) of the Bankruptcy Code, licenses of rights to "intellectual property" as defined under Section 101(5691(56) of the United States Bankruptcy Code. The parties Parties agree that in the event of the commencement of a bankruptcy proceeding by or against of party hereunder one Party under the United States Bankruptcy Code, the other party Party shall be entitled to complete access, in accordance with this Agreement, access to any such intellectual property, and all embodiments of such intellectual property, pertaining to the rights licensed to it granted in the licenses hereunder of the party Party by or against whom a bankruptcy proceeding has been commenced.

Appears in 2 contracts

Samples: Sub License Agreement (Vaxgen Inc), Sub License Agreement (Vaxgen Inc)

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Termination for Insolvency or Bankruptcy. Either party Party may, in addition to any other remedies available to it by law or in equity, terminate this Agreement effective on written Amended Agreement, in whole or in part as the terminating Party may determine, by notice to the other party Party in the event the other party Party shall have become insolvent or bankrupt, or shall have made an assignment for the benefit of its creditors, or there shall have been appointed a trustee or receiver of the other party Party or for all or a substantial part of its property, or there shall have been issued a warrant of attachment, execution, distraint or similar process against any substantial part of the property of the other Party, or any case or proceeding shall have been commenced or other action taken by or against the other party Party in bankruptcy or seeking reorganization, liquidation, dissolution, winding-up, arrangement, composition or readjustment of its debts or any other relief under any bankruptcy, insolvency, reorganization or other similar act or law of any jurisdiction now or hereafter in effect, or there shall have been issued a warrant of attachment, execution, distraint or similar process against provided that in any substantial part of the property of the other party, and any such case such event shall have continued for ninety (90) 60 days undismissed, unbonded and undischarged. Furthermore, all rights and licenses granted under to this Amended Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n365 (n) of the Bankruptcy Code, licenses of rights to "intellectual property" as defined under Section 101(56101 (56) of the United States Bankruptcy Code. The parties Parties agree that in the event of the commencement of a bankruptcy proceeding by or against of party hereunder one Party under the United States Bankruptcy Code, the other party Party shall be entitled to complete access, in accordance with this Agreement, access to any such intellectual property, and all embodiments of such intellectual property, pertaining to the rights licensed to it granted in the licenses hereunder of the party Party by or against whom a bankruptcy proceeding has been commenced.

Appears in 1 contract

Samples: License and Supply Agreement (Vaxgen Inc)

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