Transfer of Product Registrations; Purchaser Duties Sample Clauses

Transfer of Product Registrations; Purchaser Duties. 6.7.1 As soon as practical following the Effective Date, but in no event later than thirty (30) Business Days following the Effective Date, BMS shall execute and deliver such documentation as is necessary in order to commence the process of transferring its rights, title and interests in and to the Product Registrations and Regulatory Documentation included in the Collaboration Assets to Purchaser. Purchaser will be responsible for all filing and registration fees in connection with such transfer. If required by applicable Laws, BMS shall file duly executed transfer documents with the applicable Governmental or Regulatory Authorities within thirty (30) Business Days (or earlier if required under applicable Law) following the receipt of the transfer documents signed by Purchaser. Until such time as BMS receives written notification from applicable Governmental and Regulatory Authorities acknowledging the transfer of such Product Registrations and (to the extent applicable) Regulatory Documentation, BMS will continue to maintain such Product Registrations and (to the extent applicable) Regulatory Documentation for the benefit of Purchaser. During the Collaboration Term, Purchaser will have the sole authority with respect to, and will use commercially reasonable efforts to maintain at its expense, consistent with all applicable Laws, all necessary Permits, including each CTA, IND, drug master file (DMF), BLA and MA for each Product in the Territory and consents required of any applicable Governmental or Regulatory Authority or Third Party, that are needed to Exploit the Products in the Territory, including the Product Registrations (collectively, the “Product Permits”), other than those Permits necessary for BMS to fulfill its supply obligations to Purchaser under the Supply Agreement prior to the termination of the Supply Agreement or its obligations to Orthovita, Inc. under the Orthovita Supply Agreement (the “BMS Supply Permits”). Upon the expiration or termination of the Collaboration Term, if the Purchase Closing has not occurred, unless otherwise directed by BMS, Purchaser shall, at Purchaser’s sole cost and expense, promptly transfer all of its rights, title and interests in and to the Product Permits (including the Product Registrations) to BMS or such other Person as BMS shall designate, free and clear of all Liens, in the form in which they then exist.
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Related to Transfer of Product Registrations; Purchaser Duties

  • Registration and Transfer of Warrants Etc Each Warrant issued by the Company shall be numbered and shall be registered in a warrant register (the “Warrant Register”) as it is issued and transferred, which Warrant Register shall be maintained by the Company at its principal office or, at the Company’s election and expense, by a Warrant Agent or the Company’s transfer agent. The Company shall be entitled to treat the registered Holder of any Warrant on the Warrant Register as the owner in fact thereof and the Holder for all purposes and shall not be bound to recognize any equitable or other claim to or interest in such Warrant on the part of any other Person, and shall not be affected by any notice to the contrary, except that, if and when any Warrant is properly assigned in blank, the Company may (but shall not be obligated to) treat the bearer thereof as the owner of such Warrant for all purposes.

  • Registration and Transfer of Limited Partner Interests (a) The General Partner shall keep or cause to be kept on behalf of the Partnership a register in which, subject to such reasonable regulations as it may prescribe and subject to the provisions of Section 4.5(b), the Partnership will provide for the registration and transfer of Limited Partner Interests.

  • Registration Compliance; No Stop Orders The Registration Statement has become effective under the Securities Act, and no stop order suspending the effectiveness of the Registration Statement or any part thereof, preventing or suspending the use of any Preliminary Prospectus, the Prospectus or any Permitted Free Writing Prospectus or any part thereof shall have been issued and no proceedings for that purpose or pursuant to Section 8A under the Securities Act shall have been initiated or threatened by the Commission, and all requests for additional information on the part of the Commission (to be included in the Registration Statement or the Prospectus or otherwise) shall have been complied with to the reasonable satisfaction of the Representative; the Rule 462(b) Registration Statement, if any, and the Prospectus shall have been filed with the Commission within the applicable time period prescribed for such filing by, and in compliance with, the Rules and Regulations and in accordance with Section 4(a) of this Agreement, and the Rule 462(b) Registration Statement, if any, shall have become effective immediately upon its filing with the Commission; and FINRA shall have raised no unresolved objection to the fairness and reasonableness of the terms of this Agreement or the transactions contemplated hereby.

  • Registration Compliance; No Stop Order No order suspending the effectiveness of the Registration Statement shall be in effect, and no proceeding for such purpose or pursuant to Section 8A under the Securities Act shall be pending before or threatened by the Commission; the Prospectus and each Issuer Free Writing Prospectus shall have been timely filed with the Commission under the Securities Act (in the case of an Issuer Free Writing Prospectus, to the extent required by Rule 433 under the Securities Act) and in accordance with Section 4(a) hereof; and all requests by the Commission for additional information shall have been complied with to the reasonable satisfaction of the Representatives.

  • Certificates Representing Units; Lost, Stolen or Destroyed Certificates; Registration and Transfer of Units (a) Units shall not be certificated unless otherwise determined by the Manager. If the Manager determines that one or more Units shall be certificated, each such certificate shall be signed by or in the name of the Company, by the Chief Executive Officer and any other officer designated by the Manager, representing the number of Units held by such holder. Such certificate shall be in such form (and shall contain such legends) as the Manager may determine. Any or all of such signatures on any certificate representing one or more Units may be a facsimile, engraved or printed, to the extent permitted by applicable Law. The Manager agrees that it shall not elect to treat any Unit as a “security” within the meaning of Article 8 of the Uniform Commercial Code unless thereafter all Units then outstanding are represented by one or more certificates.

  • Registration and Transfer of Shares (a) Any Transfer of any Shares shall only be completed subject to the compliance by the Member and the proposed transferee with all applicable laws; and furthermore may only be completed in accordance with the provisions of this Agreement.

  • Subsequent Registrations Other than pursuant to the Registration Statement, prior to the Effective Date, the Company may not file any registration statement (other than on Form S-8) with the Commission with respect to any securities of the Company.

  • Licenses and Registrations It has all governmental, regulatory, self-regulatory, and exchange licenses, registrations, memberships, and approvals required to act as investment adviser to the Fund and it will obtain and maintain any such required licenses, registrations, memberships, and approvals.

  • Authorization Purchase and Sale Terms of the Sponsor Warrants A. Authorization of the Sponsor Warrants. The Company has duly authorized the issuance and sale of the Sponsor Warrants to the Purchaser.

  • Subsequent Registration Rights Until the Initial Registration Statement required hereunder is declared effective by the Commission, the Company shall not enter into any agreement granting any registration rights with respect to any of its securities to any Person without the written consent of Holders representing no less than a majority of the then outstanding Registrable Securities; provided, that this Section 7(c) shall not prohibit the Company from fulfilling its obligations under any other registration rights agreements existing as of the date hereof.

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