GSRX definition

GSRX has the meaning set out in the first paragraph of this Agreement;
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Examples of GSRX in a sentence

  • Chemesis and NVPR will, jointly and severally, indemnify and saves harmless GSRX and its directors, officers, employees, Agents and representatives from and against all costs, liabilities, losses or expenses suffered or incurred by, and all suits, claims or demands by Third Parties relating thereto, made against GSRX with respect to or arising from the Transaction contemplated under this Agreement.

  • Neither NVPR nor GSRX may assign all or part of its rights under this Agreement to any Person without the written consent of NVPR or GSRX, as applicable.

  • GSRX acknowledges and agrees that Chemesis and its respective counsel will and can rely on the representations, warranties, acknowledgements and agreements of GSRX contained in this Agreement and otherwise provided by GSRX to Chemesis to determine the availability of the Exemptions.

  • GSRX further acknowledges that such Chemesis Milestone Shares may only be resold pursuant to a registration statement, which covers the Chemesis Milestone Shares, declared effective by the United States Securities and Exchange Commission or pursuant to an available exemption from the registration requirements of the U.S. Securities Act.

  • Upon the Option Exercise, and within five (5) Business Days thereafter, NVPR and GSRX shall enter into the Royalty Agreement, pursuant to which NVPR shall grant to GSRX the Royalty as further described in the Royalty Agreement.

  • For greater clarity, upon the termination of this Agreement pursuant to Section 5.2 or 5.5, NVPR (or its designated Affiliate) will do all things necessary to assist GSRX to re-register the 1493 Membership Interest in the name of GSRX.

  • During the Option Period, GSRX shall not assign, sell, transfer, pledge, option, grant royalties over, mortgage all or any part, or create an Encumbrance over all or any part of the Assets or the 1493 Membership Interest (directly or indirectly) except to NVPR.

  • GSRX acknowledges and agrees that as a result of the Chemesis Milestone Shares being issued pursuant to the Exemptions, the Chemesis Milestone Shares will be subject to a number of statutory restrictions on resale and trading.

  • The Option will be of no further force or effect, and will automatically terminate if GSRX: (a) delivers the GSRX Option Termination Notice to NVPR; (b) pays to Chemesis the GSRX Break Fee; (c) performs the obligations set out in Section 5.6(b).

  • GSRX hereby grants to NVPR the sole and exclusive right and option, in accordance with this Section 4, to acquire the 1493 Membership Interest (the “Option”), free and clear of all Encumbrances, subject only to the Royalty.