BMS License definition
Examples of BMS License in a sentence
The BMS License is in full force and effect and is a valid, binding and enforceable obligation of Company or its Subsidiaries, except that such enforcement may be subject to the Bankruptcy Limitation.
The Company and its Subsidiaries have performed all respective material obligations required to be performed by them to date under the BMS License.
Neither Company nor any of its Subsidiaries is (and, to the knowledge of Company, no other party is) in default under or breach of the BMS License to which Company is a party, and there are no events or conditions, which constitute, or, after notice or lapse of time or both, will constitute, a default on the part of Company or any of its Subsidiaries or, to the knowledge of Company, any counterparty under the BMS License.
Novartis acknowledges and agrees that, unless otherwise agreed with BMS, the terms of any license(s) (and sublicense(s)) under the BMS License Agreement will be consistent with and subject to the terms of, including without limitation Elixir’s rights to grant sublicenses under, the BMS License Agreement.
In addition, EMPLOYEE’s duties shall be such duties and responsibilities as the Company’s Board of Directors shall specify from time to time, and shall entail those duties customarily performed by Chief Executive Officer of a similarly situated company.
The Administrative Agent, acting solely for this purpose as an agent of the Borrowers, shall maintain at the Administrative Agent’s Office a copy of each Assignment and Assumption delivered to it and a register for the recordation of the names and addresses of the Banks, and the Commitments of, and principal amounts of the Loans and Reimbursement Obligations owing to, each Bank pursuant to the terms hereof from time to time (the “Register”).
As soon as reasonably practicable after the Effective Date, CPEC shall disclose to ARCA all CPEC Intellectual Property not previously available or made available to ARCA, including copies of all patent files in CPEC’s possession or control, and shall also provide to ARCA all correspondence in CPEC’s possession or control relating to the BMS License.
CPEC will take no action to cause termination of, or otherwise impair CPEC’s rights under the BMS License and shall reasonably cooperate (at ARCA’s request and at no cost to CPEC) to protect ARCA’s sublicense under the BMS License, provided, however, that CPEC shall not be required to incur any obligations under the BMS License.
The BMS License is in full force and effect, CPEC is in compliance in all material respects with the BMS License and, to CPEC’s knowledge, no defaults have occurred and no notices of defaults have been received under the BMS License.
Other than as set forth above, the terms and procedures for Novartis’ right of negotiation will be substantially identical to the terms and procedures for BMS’ right of 1st negotiation under the BMS License Agreement (including, without limitation, Section 3.2).