To Xxxxxxx Sample Clauses

To Xxxxxxx. Xxxxxxx shall reimburse Energizer to the extent of Domestic Tax benefits derived by any member of the Xxxxxxx Group for payments made by Energizer to third parties on or after the Distribution Date, which result in a tax deduction to Xxxxxxx or a Xxxxxxx Domestic Subsidiary ("Energizer Payments") for any period beginning after the Distribution Date, provided such Energizer Payments (a) are not claimed as a deduction by Energizer for Domestic Tax purposes, (b) are deductible on a Domestic Tax Return of the Xxxxxxx Group for any period beginning after the Distribution Date, and (c) result in a reduction of Domestic Taxes of Xxxxxxx, the Xxxxxxx Group, or any Xxxxxxx Domestic Subsidiary. The amount of the payment required hereunder for any taxable period of Xxxxxxx shall be equal to the actual diminution of any Domestic Taxes by reason of any Energizer Payments. Provided, however, if for any taxable period, (X) Xxxxxxx or Energizer files an amended Domestic Tax Return (or files a carryback or carryforward claim relating to a net operating loss), or (Y) the IRS adjusts any item on any Xxxxxxx or Energizer Domestic Tax Return, the amount of the payment required under this paragraph shall be recomputed (either at the time of the filing of the amended return, or carryover or carryback claim, or at the time of the final determination of the IRS adjustment) to reflect such amended return, claim, or IRS adjustment, and, at such time, either (I) Energizer shall repay any overpayment by Xxxxxxx under this paragraph of this Article II.1(b)(ix) to Xxxxxxx, or (ii) Xxxxxxx shall pay any underpayment under this paragraph of this Article II.1(b)(ix)
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To Xxxxxxx. Subject to obligations of confidentiality as provided under this Agreement, Legend hereby grants to Xxxxxxx a non-exclusive, irrevocable, royalty-free, perpetual license to use for all purposes any Legend Know-How disclosed to Xxxxxxx pursuant to this Agreement; provided, however, that (i) such license is not permission for Xxxxxxx to use the Know-How for an illegal purpose, (ii) such license shall not include the grant of any rights to Xxxxxxx for any exploitation of any Licensed CAR or Product and (iii) such license shall not include the right to practice any Patent Rights owned or Controlled by Legend. For the purposes of this license, Legend Know-How will not include the Know-How described in Schedule 3.4.1.
To Xxxxxxx. Legend hereby grants to Xxxxxxx, and shall cause its Affiliates to grant to Xxxxxxx, a world-wide, non-exclusive, irrevocable, royalty-free, perpetual license, with the right to sublicense provided in Section 3.5.3, under Legend’s and its Affiliates’ interest in all Collaboration Intellectual Property for any and all applications and uses, whether inside or outside the Field; provided, however, that such license to Xxxxxxx shall not include the grant of any rights to Xxxxxxx for any Exploitation of any Licensed CAR or Product. During the Term, such license shall be subject to the licenses from Xxxxxxx to Legend set forth in Section 3.2. The license set forth in this Section shall not be construed as a limitation or exception to the covenants of Xxxxxxx set forth in Section 3.6, for so long as the applicable covenants remain in effect.
To Xxxxxxx. Xxxxxx X. Xxxxxxx 0000 Xxxxxx Xxxxx, XX Xxxxxxx, Xxxxxxx 00000
To Xxxxxxx. XXXX XXX XXXX, XXXXXXX 5-C, Xxxx Xx Xxxxx 000, Xxxxx Xxx Road Hong Kong Telefax: 00 852 2898 8271
To Xxxxxxx. XXXXXXX’x compensation shall be in the form of revenue generated by the sale of
To Xxxxxxx argenx hereby grants to Xxxxxxx a non-exclusive, royalty-free license to use the argenx Housemarks solely as set forth in the promotional materials for the Licensed Products and other materials provided to it by argenx, and solely to Develop, Manufacture and Commercialize Licensed Products in accordance with this Agreement.
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To Xxxxxxx. The GUARANTOR(s) hereby waive notice of acceptance to the guaranty and of any default in payment by the purchaser(s) and certifies that this guaranty was not signed under duress. The GUARANTOR(s) hereby knowingly consent to use XXXXXXX of a non-business consumer credit report on the undersigned to evaluate credit worthiness of the undersigned as guarantor(s) in connection with the extension of business credit as contemplated by this credit application.
To Xxxxxxx x.xxxxx0@xxxx.xxx before the closing date and time in Block 9 of Page 1 of the Solicitation. Under no circumstances shall the completed PPQs be sent to or by the proposing offerors. Any information provided by the offeror’s references is subject to verification/validation by the Government during the evaluation process. In the event references are not received by the close of the solicitation, the Government may make contact and follow up with the listed references.
To Xxxxxxx. In connection with such dissolution, Andersons shall transfer to Xxxxxxx its ownership interest in those assets of Venture which were formerly jointly owned by the parties effective August 31, 1997 ("Termination Date"). Each party shall pay or receive those monies set forth in Exhibit A in connection with such transfer. Upon each party's receipt of these payments, then, Venture shall be dissolved effective Termination Date. As of Termination Date, each party's rights and obligations under the Statement of Understanding shall end.
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