Excepted Contracts definition

Excepted Contracts shall have the meaning ascribed to it in Paragraph 5.3.

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Excepted Contracts means contracts and arrangements that (i) expire prior to Completion or (ii) are terminated prior to Completion at the Seller’s cost and expense;

Excepted Contracts means (a) shrink-wrap, click wrap and off-the-shelf Contracts for commercially available, unmodified software, (b) Contracts that have expired on their own terms or were terminated prior to the date hereof that do not have any material ongoing continuing obligations, rights or interests (other than obligations to maintain confidentiality), (c) nondisclosure agreements entered into (x) in the ordinary course of business or (y) in connection with discussions, negotiations and transactions related to this Agreement or any transactions that were evaluated and/or pursued as an alternative to the transactions contemplated hereby, including the Company’s IPO, (d) employment or consulting agreements substantially in an Acquired Company’s standard form for employees with annual compensation of less than $[***], (e) agreements containing the grant of non-exclusive rights to use Intellectual Property granted by or to suppliers, collaborators, partners or service providers entered into in the ordinary course of business, and (f) Company Plans.

Examples of Excepted Contracts in a sentence

• With the exception of Excepted Contracts, a Position has no inherent limit to its duration and, subject to the payment of Margin and other relevant sums, can continue indefinitely.

• A rollover will arise in Excepted Contracts, such as Commodity CFDs and Index Futures CFDs, when the underlying front month futures contract is approaching the Expiry Date and we change our CFD pricing feed from the front month to the Next Serial Futures Contract.

• All of the personal property covered by the Excepted Contracts is available to the Corporations on normal commercial terms from other sources.

• With the exception of Excepted Contracts, a Product has no inherent limit to its duration and, subject to the payment of Margin and other relevant sums, can continue indefinitely.

• Should a CFD with a Futures underlying instrument be introduced, a rollover will arise in Excepted Contracts, such as Commodity CFDs and Index Futures CFDs, when the underlying front month futures contract is approaching the Expiry Date and we change our CFD pricing feed from the front month to the Next Serial Futures Contract.

• With the exception of Excepted Contracts, a Position has no inherent limit to its duration and, sub- ject to the payment of Margin and other relevant sums, can continue indefinitely.

• No swap charge is paid or swap benefit is received in the case of Excepted Contracts; but there will be a Rollover Charge or Benefit: see Clause 13.10.

More Definitions of Excepted Contracts

Excepted Contracts means (i) any Contract granting to any Acquired Company non-exclusive rights to “off-the-shelf” or similar software that is not modified or customized and is generally available on commercially reasonable terms with annual license, maintenance or other fees of $[*], or less in the aggregate, and is not incorporated into, or used directly in the development, manufacturing, testing, distribution, or support of any products, processes or services of the Acquired Companies’ business and under which there are no transfers of ownership or licenses of Acquired Company Intellectual Property to any Person, (ii) Contracts that have expired on their own terms or were terminated prior to the date hereof that do not have any continuing obligations, rights or interests (other than obligations to maintain confidentiality), (iii) non-disclosure agreements entered into in the ordinary course of business that do not include any express license grants or have any continuing obligations binding on any Acquired Company (other than customary non-disclosure and nonuse obligations), (iv) IP Agreements, on the Company’s standard form of IP Agreement provided to Parent, (v) materials transfer agreements and clinical trial agreements between the Company and clinical trial sites or institutions (but, for clarity, excluding clinical trial agreements between the Company and CROs), in each case entered into the ordinary course of business that do not (A) transfer ownership of Intellectual Property from any Acquired Company to any Person, (B) grant any exclusive license under any Acquired Company Intellectual Property to any Person, (C) grant to any Person a license to use Acquired Company Intellectual Property for the supply, manufacturing, or commercialization of Product Candidates, or (D) grant to any Person a license to use Acquired Company Intellectual Property for the research or development of products, (vi) any Contract for the purchase of services, consumables, materials, equipment or supplies that is entered into the ordinary course of business that grant vendors or services providers of any Acquired Company only a non-exclusive license to rights in connection with, and solely for the purposes of, such vendor’s or service provider’s provision of goods or services to any Acquired Company for less than $[*], and (vii) any Company Employee Plan and Employment Agreement.