Covenants of Synergy. Except as permitted by the terms of this Agreement, without the prior written consent of Callisto, during the period from the date of this Agreement and continuing until the earlier of the termination of this Agreement pursuant to its terms or the Effective Time, Synergy shall not do any of the following and shall not permit its Subsidiaries to do any of the following:
Covenants of Synergy. Synergy shall cause each Seller and each other Related Person of Synergy to perform its duties, liabilities, covenants and obligations under, and in connection with, this Agreement and the other Transaction Documents.
Covenants of Synergy. Synergy would agree to perform, among other things, each of the following covenants: (a) Providing Knight with all documentation relating to the submissions for regulatory approval to the U.S. Food and Drug Administration or the European Medicines Agency for the Products within one month from submission; (b) Where applicable, providing reasonable assistance to Knight with the regulatory submission of the Products in the applicable Territory; (c) Providing full assistance and cooperation with respect to securing intellectual property protection in the applicable Territory for the Products (including reasonable trademark protection), provided that, notwithstanding any limited licence thereof, ownership of all intellectual property rights relating to the Products shall remain the exclusive property of Synergy; (d) Not to assign the intellectual property associated with the Products to any third party, other than (i) to wholly owned affiliates of Synergy, or (ii) in connection with a sale of all or substantially all of the assets of Synergy; (e) Selling the Products in finished packaged form to Knight; (f) Coordinating launch activities with Knight, including pharmacovigilence, pricing, reimbursement, positioning and health care conferences; (g) Providing international marketing and sales materials; (h) Providing trademarks for the applicable Territory.
Covenants of Synergy. 34 6.1. Conduct of Business.......................................................................... 34 6.2. Current Information.......................................................................... 37 6.3. Access to Properties and Records............................................................. 38 6.4. Financial and Other Statements............................................................... 39 6.5. Maintenance of Insurance..................................................................... 39
Covenants of Synergy
