TREATMENT REQUESTED. (b) Buyer shall defend, indemnify and hold harmless Myriant from and against all loss, costs, expenses, damages and liability of any kind arising out of any claims of infringement or alleged infringement of any patent or other intellectual property right with respect to (i) the use of Products in any application by Buyer or its affiliates, contract manufacturers or customers, including but not limited to the use of Products alone or in combination with other substances or components; (ii) any modification to the Products by Buyer or its affiliates, contract manufacturers or customers; or (iii) Products furnished, or methods used, by Myriant in accordance with the specifications or instructions furnished by or expressly or implicitly prescribed by Buyer.
TREATMENT REQUESTED. The undersigned, intending to be legally bound hereby, agree that this Schedule shall be incorporated in, become part of and be governed by the Carrier Access Agreement between NYTP, Inc. and dated , . NYTP, INC. By: [NAME OF CARRIER] By: CONFIDENTIAL TREATMENT REQUESTED SCHEDULE 2.7 (d) Covered Facility: LaGuardia Airport Access Fee: [*] annually (net\net\net) for both Overlay and Underlay, or [*] annually for either Overlay or Underlay. Payable quarterly in advance. Amount increases by three percent (3%) (compounded) on January 1 of each Year beginning January 1, 2000. Base Term: to December 31, [*] Renewal Option: See Section 4.2 of Carrier Access Agreement Baseline MOUs per Carrier: 3,000,000 in Year 1, then increases by five percent (5%) (compounded) on January 1 of each Year, beginning January 1, 2000. Initial Usage Fee: $ per Excess MOU (for Year ending December 31, 1999). Fee is revised each Year in accordance with Section 3.1(c) of the Carrier Access Agreement. Construction Date: Construction Period: Other Terms and Conditions: * CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
TREATMENT REQUESTED. C. Create Postcards ------------------- Using DigitalWork online form, users can choose the postcard size, design layout and quantities, and enter their marketing message. The image of users' site is captured directly from users' Web site. Proofs are posted to an on-line location for approval. Then the cards are printed with users' marketing message on the back and shipped directly to users. Postcards created and printed by AOL approved partner.
TREATMENT REQUESTED. EXECUTION COPY
TREATMENT REQUESTED modifications to the Licensed Materials controlled by Viant at any time during the Term, which modifications enable the Licensed Materials to perform substantially the same functions such Licensed Materials previously performed but in a corrected or more efficient manner (collectively, "Developments"), in each case subject to Viant's right to do so in its contractual relations with its clients. In negotiating with clients and potential clients, Viant shall use commercially reasonable efforts to obtain the rights necessary to grant to BlueTape the license described above. Termination Right BlueTape shall have the right to terminate the License prior to the expiration of the Term if Viant materially breaches or defaults on the Agreement, or upon any bankruptcy or cessation of business of Viant. Indemnity Viant shall indemnify BlueTape against any claims or damages BlueTape suffers arising out of Viant's exploitation of the License; provided that Viant is given prompt notice of any claim and is given the right to control the defense of the claim. Non-Competition Except with respect to the licensing of the Licensed Materials permitted hereunder [*] If client declines such option, Viant shall have the right to provide services to such client, subject to the other provisions of this agreement. BlueTape acknowledges and agrees that nothing herein shall prevent or restrict Viant from providing services to entities engaging in the BlueTape Business without sublicensing the Licensed Materials or Derivatives. Preferred Partnering Nothing in this licensing arrangement changes the Arrangement Preferred Partner Arrangement set forth in Exhibit B to the Master Services Agreement. General This License Agreement and the Master Services Agreement (as amended by this License Agreement if no other amendment is executed) comprise the full, complete and exclusive agreement of the parties relating to the subject matter hereof. * Certain information in this Exhibit has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. AGREED AND ACCEPTED BY: VIANT CORPORATION BLUETAPE, LLC By: /s/illegible By:/s/illegible ---------------------- ------------------------- Name: Name: Title: Title: Date: Date:
TREATMENT REQUESTED. Confidential portions of this document have been redacted and have been separately filed with the Commission.
TREATMENT REQUESTED. Commencement Date occurs following such date shall be the amount of the quarterly installment described in this paragraph (a) prorated on a daily basis and shall be payable on the Commencement Date. The quarterly installment of the Minimum Fee payable during the calendar quarter in which the Basic Port Authority Facilities Construction Work Completion Date occurs shall not be prorated. If the Initial Term expires on a date which is other than the day immediately prior to the first day of a calendar quarter, the Minimum Fee for the portion of the calendar quarter during which the expiration date of the Initial Term occurs, to and including such date, shall be the amount of the quarterly installment described in this paragraph (a) prorated on a daily basis. If this Agreement expires on a date which is other than a day immediately prior to the first day of a calendar quarter, the Minimum Fee for the portion of the calendar quarter during which the expiration date occurs, to and including such date, shall be the amount of the quarterly installment described in this paragraph (a) prorated on a daily basis. [*] * CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. CONFIDENTIAL TREATMENT REQUESTED [*] * CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
TREATMENT REQUESTED decision not to exercise the P3 Opt-In Right or fails to notify Otsuka of its decision whether or not it elects to exercise the P3 Opt-In Right, in either case within the P3 Opt-In Exercise Period, this Agreement shall automatically terminate at the expiration of the P3 Opt-In Exercise Period.
TREATMENT REQUESTED there is no longer a Post-Opt-In Cost Overrun. Any modifications to Development or Commercialization activities or the applicable budget in a Development Plan or Commercialization Plan approved by the JDC or the JCC, respectively, to address a Post-Opt-In Cost Overrun shall be included as an amendment to such Development Plan or Commercialization Plan (or the budget contained therein). If and to the extent a Party experiences a Post-Opt-In Cost Overrun with respect to Development work or Commercialization activities for which it is the Responsible Party, each Party shall bear such Post-Opt-In Cost Overrun in accordance with its percentage share payable for Development Costs or Commercialization Costs (as set forth in Section 7.4(a) or Section 7.4(c)(i), as applicable), subject to the terms of Section 7.4(b) and Section 7.4(c)(ii) and (iii).
TREATMENT REQUESTED. EXHIBIT A-2 ----------- CONTRACTS [...***...]
