Visual Connections definition
Examples of Visual Connections in a sentence
Prior to entering into a commercialization agreement with any third party with respect to such additional products, Visual Connections will first negotiate in good faith with SGPF for such rights.
In addition to any rights or remedies available to SGPF at law, in equity or by statute, therefore, Visual Connections hereby consents to the specific enforcement of this Section 10.1 by SGPF through an injunction or restraining order issued by an appropriate court prohibiting the continuance of any violation by the breaching party.
The Non-Competition Agreement will immediately terminate if Visual Connections terminates this Agreement because of SGPF's failure to make the Technology Transfer Payment as set forth in Section 2.1 above.
Visual Connections desires to enter into that certain Agreement (the "Technology Acquisition Agreement") with SGPF and Hooman, dated as of February 19th, 2007, from which Hooman will directly receive substantial consideration as a stockholder of Visual Connections.
SGPF will take all acts necessary, but only as requested by Visual Connections from time to time, to perfect such security interest in favor of Visual Connections, and such security interest shall terminate upon payment of the Technology Transfer Payment (to the extent the payments composing the Technology Transfer Payment are triggered) or termination or waiver of the obligation by SGPF to make such Technology Transfer Payment.
Visual Connections understands that if it fails to fulfill its obligation under this Section 10.1, the damages to SGPF would be very difficult to determine.
All such books of account and records must be kept available for at least two (2) years after the termination of this Agreement Visual Connections will not have any right to audit any other books of account or records of SGPF.
All payment provisions as described in this agreement shall apply to any such sub-license unless otherwise agreed by both SGPF and Visual Connections except that in no instance shall Visual Connections be entitled to greater than 100% of the Technology Transfer Payment or Royalty Payment as calculated hereunder; provided, however, that the Royalty Payment shall be based upon the Adjusted Gross sales for SGPF and any sublicensee.
Visual Connections has no liability (and there is no basis for any present action, suit, proceeding, hearing, investigation, charge, complaint, claim or demand against any of them giving rise to any liability) arising out of any injury to individuals or property as a result of the ownership, possession, or use of the Product, the Technology or the Technology Rights.
Visual Connections and Asbaghi hereby grant to SGPF an exclusive, worldwide, right and license, with the right to grant sublicenses as hereinafter set forth, to use the Technology Rights and the Technology, which such license permits SGPF to construct, hire others to construct, use, promote, market, offer for sale and sell the Product and the Technology.