Examples of Ribapharm in a sentence
Each of ICN and Ribapharm shall be entitled to enforce its rights under this Agreement specifically, to recover damages and costs (including reasonable attorneys' fees) caused by any breach of any provision of this Agreement and to exercise all other rights existing in its favor.
ICN has, pursuant to resolutions of its Board of Directors adopted on August 7, 2000, contributed to Ribapharm, certain assets, including its nucleoside analog library and, subject to certain consents, the Exclusive License and Supply Agreement between ICN and Schering-Plough Ltd.
The undersigned hereby consents to the inclusion of his name in this Registration Statement on Form S-1 (File No. 333-39350) as a person to become a director of Ribapharm Inc.
Following the Distribution, ICN shall instruct the ICN Transfer Agent to deliver to the Ribapharm Transfer Agent true, correct and complete copies of the stock and transfer records reflecting the holders of ICN Common Stock receiving shares of Ribapharm Common Stock in connection with any transaction(s) included as part of the Distribution.
Ribapharm agrees to reimburse ICN for the actual costs and expenses (including reasonable legal fees) reasonably incurred by ICN in connection with the enforcement or attempted enforcement of, or the preservation or attempted preservation of, any of its rights under this Section 2.
These costs and expenses shall become due as soon as notice thereof has been served on Ribapharm and shall be paid by Ribapharm within fifteen (15) Business Days thereof.
The holder of this note is authorized to endorse on the schedule annexed hereto and made a part hereof or on a continuation thereof which shall be attached hereto and made a part hereof the date and amount of each loan of ICN to Ribapharm pursuant to Section 2 of the Affiliation Agreement and the date and amount of each payment or prepayment of principal thereof.
ICN and Ribapharm hereby covenant and agree to enter into a Tax Sharing Agreement, concurrent with this Agreement, to provide for and agree upon the allocation between the parties of liabilities for Taxes arising prior to, as a result of, and subsequent to the Distribution, and to provide for and agree upon other matters relating to Taxes.
In the event that ICN so determines that it no longer intends to proceed with or complete the Distribution, ICN shall provide to Ribapharm a written notification of such determination (an "Abandonment Notice").
In addition to the actions specifically provided for elsewhere in this Agreement, Ribapharm shall, at ICN's direction, use all commercially reasonable efforts to take, or cause to be taken, all actions, and to do, or cause to be done, all things commercially reasonably necessary, proper or expeditious under applicable laws, regulations and agreements in order to consummate and make effective the Distribution as promptly as reasonably practicable.