Ethypharm definition
Examples of Ethypharm in a sentence
The NDA Agreement is in full force and effect and constitutes a legal, valid and binding agreement of VIB and Ethypharm, enforceable in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium and other laws of general application affecting enforcement of creditors’ rights generally, and (ii) as limited by laws relating to the availability of specific performance, injunctive relief or other equitable remedies.
In the event that Ethypharm consents to the assignment of the Ethypharm Agreement, the Parties agree that they shall immediately execute and deliver the Assignment and Assumption of Contract with respect to the Ethypharm Agreement substantially in the form attached hereto as Exhibit D-1 and, as applicable, any Sublicense Agreement previously executed in respect of the Ethypharm Agreement between the Parties shall thereupon terminate.
In addition, Reliant shall use commercially reasonable efforts to obtain the consent of Ethypharm to the assignment of the Ethypharm Agreement to Oscient, provided that Reliant shall not be required to make any payments or agree to any material undertakings in connection therewith other than the execution and delivery of the Ethypharm Amendment.
No later than the earlier of (i) five (5) Business Days prior to the Closing and (ii) VIB obtaining an Ethypharm Consent executed on behalf of Ethypharm, VIB shall provide Ampio with a complete, unredacted copy of the NDA Agreement.
Oscient hereby agrees that in the event that the Ethypharm Amendment is substantially identical to the form of Ethypharm Amendment attached hereto as Exhibit 7.4(e), no consent of Oscient shall be required for Reliant to execute and deliver such amendment.
For the avoidance of doubt, the Parties agree that the execution and delivery of the Ethypharm Amendment in accordance with this Section 7.4(e) is expressly permitted and shall not constitute a breach of any covenant, representation or warranty of Reliant hereunder.
The Parties acknowledge that Reliant is currently in discussions with Ethypharm regarding an amendment to the Ethypharm Agreement (the “Ethypharm Amendment”).
To Reliant’s Knowledge, the Inventory complies with all specifications for the Product set forth under the Ethypharm Agreement, complies with all applicable Laws, has not been adulterated or misbranded within the meaning of the Act, and has been manufactured under cGMP conditions.
VIB has the right to assign the NDA Agreement, subject to obtaining the Ethypharm Consent.
Subject to Endo being in compliance with its payment obligations under Section 9.7, Ethypharm shall deliver to Endo Product that Endo orders in accordance with Section 6.1. Delivery shall be Ex-works (Incoterms 2010) Ethypharm’s facility (Saint-Cloud, France) with the delivery designated for a port to be specified by Endo: (i) for Canada, the Port of Montreal, (ii) for Africa, in Durban (Kwazulu-Natal) and (iii) for Mexico, to be determined upon Endo placing the first order.