Termination Rights definition
Termination Rights shall have the meaning assigned to such term in Section 11.5.
Termination Rights. Material default by other party not cured within 60 days after notice. Exogen's Manufacturing, shipment FOB New Jersey to S&N, responsibilities: product training to S&N's sales personnel, product warranty work at Exogen's expense, provision of up to 100 demonstration units annually at standard manufacturing cost plus 25%, maintenance of regulatory approvals, CE mark, quality registrations and intellectual property rights in good standing, except as S&N may be responsible in accordance with the next succeeding paragraph. S&N's Sales, marketing, promotion and distribution. responsibilities: Minimum Number of Units requirements to be negotiated in good faith for the first two (2) years of the term and shall be negotiated in good faith at least six months prior to each year thereafter. The Minimum Number of Units requirement shall be determined based upon relevant criteria on a country-by-country basis or on a multiple country basis including: the number of orthopaedic surgeons; the number of fractures; population; reimbursement; regulatory approvals and status; and S&N experience with trauma products. Use diligent efforts to obtain and maintain, at S&N's expense, import, regulatory and reimbursement approvals in any country (other than France, Germany and Holland) where S&N wishes to commence distribution. S&N to pay for Products within the time period to be negotiated in good faith (principally based on the expected reimbursement cycle) on a country by country basis or on a multiple country basis, depending upon the arrangement. S&N to be responsible for pre-certifying, arranging shipping, invoicing and making collections from patients and/or their insurers. S&N to provide reasonable follow-up contact with physicians and patients. Transfer prices: To be negotiated in good faith on a country-by-country basis or on a multiple country basis, prices to be established for the first three years based on an estimated average selling price and manufacturing cost (taking into account the projected market size, reimbursement levels, competition and other relevant factors) and to be renegotiated in good faith during such three-year period if the average selling price increases or decreases by more than 15%. All payments will be made in U.S. Dollars. Other terms: Parties to explore in good faith bona fide opportunities for j▇▇▇▇ ▇▇▇▇▇acturing (provided such opportunity does not result in material adverse financial consequences to either party). If parties agree to such ...
Termination Rights. In addition to the provisions of Clause 19 of the Agreement, Expleo shall be entitled to terminate this Work Order if: [details]
Examples of Termination Rights in a sentence
Tenant has no presently exercisable Termination Right(s) or Offset Right(s).
The Agreement shall become effective on the date that the Parties enter into the Agreement and continue in full force and effect until the earlier of (a) the date terminated in accordance with Section 12.1 (Exclusive Termination Rights) and (b) the date of expiration as set forth in the next sentence (the “Effective Period”).
In the event that the Agreement is terminated by Customer under and in accordance with clause (a) or (b) – or by 8x8 under clause (c), (d), or (e) – of Section 12.1 (Exclusive Termination Rights), Customer shall be relieved of its Subscription Commitment for any post- termination period, and 8x8 shall refund any amounts un-used and pre-paid for Ordered SaaS Services for any such period.
The Company's Termination Rights are not limited or restricted by, and shall supersede, any policy of the Company requiring or favoring continued employment of its employees during satisfactory performance, any seniority system or any procedure governing the manner in which the Company's discretion is to be exercised.
Taking any of the actions in this Clause 12.5 does not limit the Department's other rights under Clauses 16 (Enforcement) and 17 (Termination Rights) of this Contract in that event, or any of its rights under Clauses 16 and 17 of this Contract in any other circumstance.
More Definitions of Termination Rights
Termination Rights. Material default by other party not cured within 60 days after notice. Exogen's responsibilities: Manufacturing, shipment FOB New Jersey to S&N, product training to S&N's sales personnel, product warranty work at Exogen's expense, provision of up to 100 demonstration units annually at standard manufacturing cost plus 25%, maintenance of U.S. regulatory approvals, CE mark, quality registrations and U.▇. intellectual property rights in good standing. S&N's Sales, marketing, promotion and distribution. S&N responsibilities: to be responsible for [****]. S&N to provide reasonable follow-up contact with physicians and patients. Minimum Number of Units requirements to be negotiated in good faith. S&N to pay for Products within 30 days of shipment. ------------- [****] REPRESENTS MATERIAL WHICH HAS BEEN REDACTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT PURSUANT TO RULE 24B-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. i Transfer prices: Transfer prices to be established for first 4 years as set forth on the following chart based on average selling price of [****] provided that transfer prices to be renegotiated during such 4-year period in good faith if the average selling prices increases or decreases by more than 15%. See following table: Year 1 Year 2 Year 3 Year 4 ------ ------ ------ ------ Annual Sale Price [*****] [*****] [*****] [*****] Manufacturing Cost [*****] [*****] [*****] [*****] Transfer Price [*****] [*****] [*****] [*****] Other terms: Parties to explore in good faith bona fide opportunities for j▇▇▇▇ ▇▇▇▇▇acturing (provided such opportunity does not result in material adverse financial consequences to either party). If parties agree to such an arrangement, parties to share equally any manufacturing costs savings that are achieved. SCHEDULE 6A TERMS AND CONDITIONS OF GLOBAL STOCKING DISTRIBUTION AGREEMENT General: S&N to have exclusive distribution rights (subject to the provisions of Section 6(a)(i) of this Agreement) for the sale, promotion and marketing of Products in all countries other than Japan and with respect to China, Korea and Taiwan, subject to Teijin Limited's distribution rights pursuant to an undated one page letter from Exogen to Teijin ("Letter Agreement").Upon written notice from S&N of its intention to exercise its distribution rights in one or more of China, Korea and Taiwan (subject only to Teijin's rights under the Letter Agreement, Exogen will notify Teijin Limited and commence negotiations with respect ...
Termination Rights. The Agreement shall provide for typical and customary termination rights and associated termination payments, including termination for insolvency, bankruptcy, non-payment, prohibited assignment, etc. Owner shall have termination rights related to a failure for Contractor to satisfy certain benchmarks related to the Performance Guarantee. Following any termination of the Agreement for any reason, Contractor shall (a) withdraw from the Site and expeditiously transfer to Owner any Spare Parts, warranties, manuals, software licenses, keys, access credentials, records, reports and other documentation relating to the Facility and the SMA Services and (b) cooperate with Owner and any replacement service provider concerning the transition to such replacement service provider.
Termination Rights. Material default by other party not cured within 60 days after notice. Exogen's Manufacturing, shipment FOB New Jersey to S&N, responsibilities: product training to S&N's sales personnel, product warranty work at Exogen's expense, provision of up to 100 demonstration units annually at standard manufacturing cost plus 25%, maintenance of U.S. regulatory approvals, CE mark, quality registrations and int▇▇▇▇ctual property rights in good standing, except as S&N may be responsible in accordance with the next succeeding paragraph. S&N's Sales, marketing, promotion and distribution. responsibilities: Minimum Number of Units requirements to be negotiated in good faith for the first two (2) years of the term and shall be negotiated in good faith at least six months prior to each year thereafter. The Minimum Number of Units requirement shall be determined based upon relevant criteria on a country-by-country basis or on a multiple country basis including: the number of orthopaedic surgeons; the number of fractures; population; reimbursement; regulatory approvals and status; and S&N experience with trauma products. Use diligent efforts to obtain and maintain, at S&N's expense, import, regulatory and reimbursement approvals in any country (other than U.S., France, Germany and Holland) where S&N wishes to commence distribution. S&N to pay for Products within the time period to be negotiated in good faith on a country-by-country basis or on a multiple country basis, depending on the distribution arrangement. S&N to be responsible for pre-certifying, arranging shipping, invoicing and making collections from patients and/or their insurers. S&N to provide reasonable follow-up contact with physicians and patients. Transfer prices: To be negotiated in good faith; prices to be established for the first three years based on an estimated average selling price and manufacturing cost (taking into account the projected market size, reimbursement levels, competition and other relevant factors) and to be renegotiated in good faith if the average selling prices increase or decrease by more than 15% during such three-year period. All payments will be made in U.S. Dollars. SCHEDULE 7 TERMS AND CONDITIONS TO SERVE AS THE BASIS FOR GOOD FAITH NEGOTIATIONS Any such agreement that involves the formation of a joint venture would contemplate (i) administration of the joint venture by a board consisting of an equal number of representatives of S&N and Exogen, (ii) contribution by Exogen of suc...
Termination Rights. With respect to CSCF, for cause, with reasonable written notice and reasonable opportunity for Valencia to cure; for convenience, with 12 months written notice; and with 45 days written notice in the event CSCF experiences a material and significant decrease in the funding it receives from the State of Florida.
Termination Rights. Tenant shall have the right to terminate this Lease after the twenty fourth month of Basic Lease payment, provided Landlord has received three (3) months prior written notice of unequivocal and irrevocable termination. The foregoing Basic Lease Information is hereby incorporated into and made a part of the Lease attached hereto (the "Lease"). Each reference in the Lease to any of the information and definitions set forth in the Basic Lease Information shall mean and refer to the information and definitions hereinabove set forth and shall be used in conjunction with and limited by all references thereto in the provisions of the Lease. In the event of any conflict between any Basic Lease Information and the Lease, the Lease shall control. LANDLORD: TCU Properties II, LLC, a Utah limited liability company Date: July 26, 2005 By: /s/ Allen Finlinson ------------------------------------ Name: Allen Finlinson Title: Vice ▇▇▇▇▇▇▇▇▇-▇▇ TENANT: 10x Marketing, a Utah LLC Date: July 26, 2005 By: /s/ Curtis R. Porritt ------------------------------------ Name: Curtis R. Porritt Title: Pre▇▇▇▇▇▇ CANYON PARK TECHNOLOGY CENTER OFFICE BUILDING LEASE THIS LEASE is entered into as of this 26th day of July, 2005 (the "Lease Date") among l0x Marketing ("Tenant"), and TCU Properties II, LLC, a Utah limited liability company ("Landlord").
Termination Rights shall be deleted in its entirety and the following language shall be inserted as Provision 9.1 for all purposes.
Termination Rights means, in relation to covered contracts, the right to ‒