Xxxxxxxxx and Xx. Xxxxx Xxxxx in connection with (i) the work performed by MAYO, Xx. Xxxxx Xxxxxxxxx or Xx. Xxxxx Xxxxx under the Program, and (ii) any other development and/or commercialization work relating to any Licensed Products or Licensed Technology before the Effective Date, or thereafter in connection with MAYO’s, Xx. Xxxxxxxxx’ or Xx. Xxxxx’x development of Licensed Products or Licensed Technology; excepting in any case to the extent any such Claims result from the negligence, recklessness or wrongful intentional acts or omissions of ACORDA or its Affiliates or Sublicensees, or their respective directors, officers, employees or agents.
Xxxxxxxxx and Xx. Xxxxx Xxxxx, in connection with and during the term of either of the Programs and this Agreement, and during the two year period thereafter.
Xxxxxxxxx and Xx. Xxx Xxx; the independent non-executive directors of the Company are Xx. Xxxx Xxxx Xxx Xxxxxx, Xx. Xxxxx Xxxx Xx and Xx. Xxxx Xxxx Xxxxx. This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, the information contained in this announcement is accurate and complete in all material respects and not misleading, and there are no other matters the omission of which would make any statement herein or this announcement misleading.
Xxxxxxxxx and Xx. XXXXXXXXX hereby ---------- agrees to hold himself available and to render, at DNAP's request, independent -- advisory and consulting services, in compliance with the terms and conditions set forth herein and all applicable laws, statutes and regulations.
Xxxxxxxxx and Xx. Xxx Xxx; the independent non-executive directors of the Company are Xx. Xxxx Xxxxxx, Xx.
Xxxxxxxxx and Xx. Xxxxxxx promptly after the time that Apollo, CVP or TSG, as the case may be, fails to, together with its Affiliates, "beneficially own" (as that term is used in Rule 13d-3 under the Securities Exchange Act of 1934) unregistered shares of Common Stock representing five percent or more of the then outstanding Common Stock.
Xxxxxxxxx and Xx. Xxxxxxx Xxxxxxx, and Lexington Corporate Properties Trust, a Maryland real estate investment trust (the “Company”), and each of them, as the sole and exclusive attorneys and proxies of the undersigned, with full power of substitution and resubstitution, to vote and exercise all voting and related rights expressly provided herein (to the full extent that the undersigned is entitled to do so) and subject to all the limitations and restrictions provided herein with respect to the Subject Securities. For purposes of this Irrevocable Proxy (the “Proxy”), (a) “Subject Securities” means: (i) all securities of NRT (including all shares of common stock of NRT (“NRT Common Stock”), partnership units of MLP (“MLP Units”) and all options, warrants and other rights to acquire shares of NRT Common Stock or MLP Units) Owned by Stockholder as of the date of this Proxy; and (ii) all additional securities of NRT (including all additional shares of NRT Common Stock, MLP Units and all additional options, warrants and other rights to acquire shares of NRT Common Stock or MLP Units) of which Stockholder acquires Ownership during the period from the date of this Proxy through the Termination Date, and (b) any Stockholder is deemed to “Own” or to have acquired “Ownership” of a security if such Stockholder is the “beneficial owner” of such security within the meaning of Rule 13d-3 under the Securities Exchange Act of 1934, as amended. Upon the undersigned’s execution of this Proxy, any and all prior proxies given by the undersigned with respect to any Subject Securities are hereby revoked and the undersigned agrees not to grant any subsequent proxies with respect to the Subject Securities at any time prior to the Termination Date (as defined below).
Xxxxxxxxx and Xx. Xxxxxxx shall not restrict or otherwise limit their right to sell or otherwise transfer their shares to third parties without restriction; provided, however, that any such purchaser or other transferee in a private transaction or series of transactions involving five percent (5%) or more of the then outstanding shares of the Corporation shall continue to be bound by the provisions of this subparagraph 1(b). During the term of the Agreement, the Employee shall vote all shares owned or voted by him in favor of Xxxxxxx Xxxxxxxxx and Xxxxxxx Xxxxxxx, and each of them, as a member of the Board of Directors of the Corporation for such period of time as each such person seeks to serve. This agreement by the Employee shall not restrict or otherwise limit his right to sell or otherwise transfer his shares (or options to purchase shares, as the case may be) to third parties; provided, however, that any such purchaser or other transferee of shares in a private transaction or series of transactions involving 5% or more of the outstanding shares of the Corporation shall continue to be bound by the provisions of this subparagraph 1(b).
Xxxxxxxxx and Xx. Xxxx contemplate that Xx. Xxxx will devote a substantial amount of time to furthering the growth of IJI brands within the Recoton organization. Xx. Xxxx stated, "The competitive OEM environment requires an intensified focus in order to be more responsive to customer needs. Accordingly, the OEM business will operate as a stand-alone, properly capitalized company, which will enhance OEM's business prospects and provide greater opportunities for its employees. We are fortunate to have a very capable senior management team at OEM, which will allow me the time to work with Recoton to direct the future growth of IJI's product lines." Xx. Xxxxxxxxx added, "I am very much looking forward to having Xxx Xxxx becoming an important member of our executive management team. I am certain his talents will add considerable value to our efforts." International Xxxxxx Inc., located in Lincolnshire, Illinois, is currently one of the largest, most vertically-integrated loudspeaker companies in the world. The company designs its own products and assembles them in its own factories. International Xxxxxx markets loudspeakers and other audio products for new automobiles (OEM), the automotive aftermarket and for home listening under the brands names AdventR, ARR (Acoustic Research), JensenR, Phase LinearR, Mac AudioTM, MagnatR and NHTR (Now Hear This). Recoton Corporation products, which are sold under the AmbicoR, AmpersandTM, CalibronR, DiscwasherR, InteractTM, ParsecR, RembrandtR, RecotonR, SoleControlR and SoundQuestTM brand names, encompass over 3,500 highly functional and versatile accessories. They are used for the installation, enhancement, hook-up, interconnection, maintenance, storage and replacement of consumer electronic equipment such as audio, video, telephone, cellular, car audio, camcorder, multi- media/computer, music, home office, video and computer games and 900 MHz wireless technology.
Xxxxxxxxx and Xx. Xxxxx Xxxxxxxx (collectively, the Licensor). Pursuant to the Agreements, Relmada assigned its existing rights, including patents and patent applications, to d-methadone in the context of psychiatric use (the Existing Invention) to Licensor. Licensor then granted Relmada under the License Agreement a perpetual, worldwide, and exclusive license to commercialize the Existing Invention and certain further inventions regarding d-methadone in the context of other indications such as those contemplated above. LevoCap ER (REL-1015) LevoCap ER (REL-1015) is a novel version of a proven drug product. LevoCap ER -is an extended release, abuse deterrent, and proprietary formulation of levorphanol (levo-3-hydroxy-N-methyl-morphinan), a unique, broad spectrum opioid with additional “non-opioid” mechanisms of action. In particular, levorphanol binds to all three opioid receptor subtypes involved in analgesia (mu, kappa, and delta), the NMDA receptor, and the norepinephrine and serotonin reuptake pumps, whereas morphine, oxycodone, hydrocodone, and other opioids are highly selective for the mu receptor subtype. Due to its multi-modal mechanism of action, levorphanol could achieve analgesia in patients resistant to other strong opioids. In clinical studies, levorphanol has demonstrated a remarkably broad spectrum of analgesic activity against many different types of pain including neuropathic pain, post-surgical pain, and chronic pain in patients refractory to other opioids. Levorphanol is a potent opioid analgesic first introduced in the U.S. around 1953 for the treatment of moderate to severe pain where an opioid analgesic is appropriate. Extended-release (long-acting opioid) agents may be preferable to immediate release formulations due to better patient adherence, less dose-watching, and result in improved sleep. Both immediate- and extended-release opioids can potentially be crushed to produce concentrated drug with greater appeal to abusers. Intentional crushing or extracting the active ingredient from the extended-release dosage form by addicts and recreational drug users can destroy the timed-release mechanism and result in a rapid surge of drug into the bloodstream for the purpose of achieving a high or euphoric feeling. Serious side effects and death have been reported from such misuse. LevoCap ER is the first product candidate utilizing SECUREL™, Xxxxxxx’s proprietary abuse deterrent extended release technology for opioid drugs. SECUREL dosage forms cannot be eas...
