NOVARTIS BIOVENTURES LTD Sample Clauses

NOVARTIS BIOVENTURES LTD. By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Secretary of the Board IN WITNESS WHEREOF, the parties hereto have executed this FIRST AMENDMENT TO FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. HOLDERS: LC FUND VI, L.P. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: LC PARALLEL FUND VI, L.P. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: LC HEALTHCARE FUND I, L.P. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title:
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NOVARTIS BIOVENTURES LTD. By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Secretary of the Board By: /s/ Xxxxxxx Xxxxxxxxx Name: Xxxxxxx Xxxxxxxxx Title: Authorized Signatory SIGNATURE PAGE TO AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
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NOVARTIS BIOVENTURES LTD. Novartis BioVentures Ltd. has duly and validly executed the Stockholder Consent.
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NOVARTIS BIOVENTURES LTD. By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Secretary of the Board /s/ Xxxx Xxxxx Xxxx Xxxxx Authorized Signatory
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NOVARTIS BIOVENTURES LTD. By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Secretary of the Board By: /s/ Beat Xxxxxxx Name: Beat Xxxxxxx Title: Authorized Signatory Address: Xxxxxxxxxxxx 00 Novartis Campus, Forum 1-1.32 Attn: Xxxxxxx Xxxxxxxxx XX-0000 Xxxxx, Xxxxxxxxxxx Phone: *** Email: *** with a copy (which shall not constitute notice) to: Novartis Venture Fund Attn: Xxxxxxxx Xxxxxx or Xxxxx Brass 000 Xxxxxxxx, 0xx Xxxxx Xxxxxxxxx, XX 00000 Email: *** *** (Signature page to the Amended and Restated Investors’ Rights Agreement) The parties are signing this Amended and Restated Investors’ Rights Agreement as of the date stated in the introductory clause. INVESTORS: CLARUS LIFESCIENCES III, L.P. By: Clarus Ventures III GP, LP, its general partner By: Clarus Ventures III, LLC, its general partner By: /s/ Xxxxxx Xxxxxxxxxx Name: Xxxxxx Xxxxxxxxxx Title: Managing Director Address: 000 Xxxx Xxxxxx, Xxxxx 0000 Xxxxxxxxx, XX 00000 (Signature page to the Amended and Restated Investors’ Rights Agreement) The parties are signing this Amended and Restated Investors’ Rights Agreement as of the date stated in the introductory clause. INVESTORS:
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NOVARTIS BIOVENTURES LTD. By: /s/ Xxxx Xxxxxxxxx Name: Xxxx Xxxxxxxxx Title: Secretary of the Board By: /s/ Florian Muellershausen Name: Florian Muellershausen Title: Authorized Signatory IN WITNESS WHEREOF, the parties hereto have executed this THIRD AMENDMENT TO FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. HOLDERS: LC FUND VI, L.P. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: LC PARALLEL FUND VI, L.P. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: LC HEALTHCARE FUND I, L.P. By: /s/ Xxxxx Xxxx Name: Xxxxx Xxxx Title: IN WITNESS WHEREOF, the parties hereto have executed this THIRD AMENDMENT TO FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. HOLDERS: DOMAIN PARTNERS VIII, L.P. By: One Xxxxxx Square Associates VIII, L.L.C., its General Partner By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: Attorney-in-fact DP VIII ASSOCIATES, L.P. By: One Xxxxxx Square Associates VIII, L.L.C., its General Partner By: /s/ Xxxx X. Xxxxxxxxx Name: Xxxx X. Xxxxxxxxx Title: Attorney-in-fact IN WITNESS WHEREOF, the parties hereto have executed this THIRD AMENDMENT TO FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. HOLDER: ALEXANDRIA VENTURE INVESTMENTS, LLC By: /s/ Xxxx Xxxx Name: Xxxx Xxxx Title: Senior Vice President RE Legal Affairs IN WITNESS WHEREOF, the parties hereto have executed this THIRD AMENDMENT TO FIFTH AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT as of the date set forth in the first paragraph hereof. HOLDER: INNOVATION VALLEY PARTNERS By: /s/ Xxxxxx X Xxxxx Name: Xxxxxx X Xxxxx
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NOVARTIS BIOVENTURES LTD a limited liability company organized and existing under the laws of Bermuda, having its registered and business offices at Canon’s Court, 22, Vxxxxxxx Xxxxxx, Xxxxxxxx, XX 00, Bermuda (“Novartis”);
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Related to NOVARTIS BIOVENTURES LTD

  • Asset Management a. Data Sensitivity - Transfer Agent acknowledges that it understands the sensitivity of Fund Data.

  • Cornerstone shall notify the LLC and confirm such advice in writing (i) when the filing of any post-effective amendment to the Registration Statement or supplement to the Prospectus is required, when the same is filed and, in the case of the Registration Statement and any post-effective amendment, when the same becomes effective, (ii) of any request by the Securities and Exchange Commission for any amendment of or supplement to the Registration Statement or the Prospectus or for additional information and (iii) of the entry of any stop order suspending the effectiveness of the Registration Statement or the initiation or threatening of any proceedings for that purpose, and, if such stop order shall be entered, Cornerstone shall use its best efforts promptly to obtain the lifting thereof.

  • Exclusivity Etc The Executive agrees to perform his duties, responsibilities and obligations hereunder efficiently and to the best of his ability. The Executive agrees that he will devote his entire working time, care and attention and best efforts to such duties, responsibilities and obligations throughout the Term, subject to any obligations to third parties in existence as of the date hereof, which obligations may not be in conflict with Section 4.2(d) hereof. The Executive also agrees that he will not engage in any other business activities pursued for gain, profit or other pecuniary advantage that are competitive with the activities of the Company, except as permitted in Section 4.2 below. The Executive agrees that all of his activities as an employee of the Company shall be in conformity with all policies, rules and regulations and directions of the Company not inconsistent with this Agreement.

  • LTD By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT XXXXXX XXXXXX By: __________________________ Name: Title: SIGNATURE PAGE TO UNDERTAKING AGREEMENT EXHIBIT A IRREVOCABLE PROXY The undersigned shareholder of ECI Telecom Ltd., a company formed under the laws of the State of Israel (the "COMPANY") hereby irrevocably appoints and constitutes Xxxxx Xxxxx and/or Zohar Uzdin as the attorney and proxy of the undersigned with full power of substitution and resubstitution to the full extent of the undersigned's rights with respect to (i) the issued and outstanding ordinary shares, par value NIS 0.12 per share of the Company ("COMPANY SHARES"), owned of record by the undersigned as of the date of this proxy, which shares are specified on the final page of this proxy and (ii) any and all other Company Shares which the undersigned may acquire of record after the date hereof (collectively, the "SUBJECT SECURITIES"). Upon execution of this proxy, all prior proxies given by the undersigned with respect to any of the Subject Securities regarding the matters that are the subject hereof, are hereby revoked and no subsequent proxies will be given with respect to any of the Subject Securities. This proxy is irrevocable and coupled with an interest, until the earliest to occur of any of the events specified in clauses (i) through (iii) of the following paragraph, at which time this proxy shall automatically be revoked. Each of the attorneys and proxies named above are hereby instructed and authorized to exercise this proxy to appear in the name and instead of the undersigned for the purpose of establishing a quorum and to vote (or cause to be voted) all of the Subject Securities, at any general, special or other meeting of the shareholders of the Company, and at any adjournment(s) or postponement(s) thereof, however called or convened, or pursuant to any consent in lieu of a meeting or otherwise, which the undersigned has the right to so vote during the period from the date hereof until the earlier of (i) immediately prior to the termination of the Agreement and Plan of Merger (the "MERGER AGREEMENT"), dated the date hereof, among the Company, Epsilon 1 Ltd. , an Israeli company ("PURCHASER") and Epsilon 3 Ltd., an Israeli company and an indirect wholly owned subsidiary of Purchaser ("MERGER SUB"), in accordance with its terms, (ii) the agreement of Purchaser and the undersigned to terminate this proxy, and (iii) the Effective Time (as defined in the Merger Agreement):

  • Xxxxxxxx Tobacco Co the jury returned a verdict in favor of the plaintiff, found the plaintiff to be 30% at fault and RJR Tobacco to be 70% at fault, and awarded $9 million in compensatory damages and $1 million in punitive damages. For a detailed description of the above-described cases, see “— Xxxxx and Xxxxx Progeny Cases” below. In addition, since the end of the third quarter of 2013, jurors returned a verdict in the following Xxxxx Progeny case:

  • Investment Management If and to the extent requested by the Advisor, the Sub-Advisor shall, subject to the supervision of the Advisor, manage all or a portion of the investments of the Portfolio in accordance with the investment objective, policies and limitations provided in the Portfolio's Prospectus or other governing instruments, as amended from time to time, the Investment Company Act of 1940 (the "1940 Act") and rules thereunder, as amended from time to time, and such other limitations as the Trust or Advisor may impose with respect to the Portfolio by notice to the Sub-Advisor. With respect to the portion of the investments of the Portfolio under its management, the Sub-Advisor is authorized to make investment decisions on behalf of the Portfolio with regard to any stock, bond, other security or investment instrument, and to place orders for the purchase and sale of such securities through such broker-dealers as the Sub-Advisor may select. The Sub-Advisor may also be authorized, but only to the extent such duties are delegated in writing by the Advisor, to provide additional investment management services to the Portfolio, including but not limited to services such as managing foreign currency investments, purchasing and selling or writing futures and options contracts, borrowing money or lending securities on behalf of the Portfolio. All investment management and any other activities of the Sub-Advisor shall at all times be subject to the control and direction of the Advisor and the Trust's Board of Trustees.

  • Collaboration Management Promptly after the Effective Date, each Party will appoint a person who will oversee day-to-day contact between the Parties for all matters related to the management of the Collaboration Activities in between meetings of the JSC and will have such other responsibilities as the Parties may agree in writing after the Effective Date. One person will be designated by Merck (the “Merck Program Director”) and one person will be designated by Moderna (the “Moderna Program Director,”) together will be the “Program Directors”. Each Party may replace its Program Director at any time by notice in writing to the other Party. Any Program Director may designate a substitute to temporarily perform the functions of that Program Director by written notice to the other Party. The initial Program Directors will be: For Moderna: [***] For Merck: [***]

  • XXXXXXX COMPANY By: ____________________________________ Name: Title: The undersigned hereby acknowledges receipt of an executed original of this Agreement, together with a copy of the prospectus for the Plan, dated ________, summarizing key provisions of the Plan, and accepts the award of this Option granted hereunder on the terms and conditions set forth herein and in the Plan. Date: ______________________ Optionee:

  • Technology License 4.1 Unless any event described in Article 2.2 or 2.3 of this Agreement occurs, all of the technology required to be licensed for any of Party B’s business shall be provided by Party A on an exclusive basis. Party A will try its best to license Party B to use the technology owned by Party A, or re-license Party B to use the technology as approved by the owner.

  • Research Funding Genocea shall pay to Isconova in total [* * *] payable as follows: (i) $[* * *] in equal monthly installments for each remaining month in 2009 following the Effective Date and (ii) $[* * *] in equal monthly installments during the period from January 1, 2010 until March 31, 2012. The Research Funding shall be used solely for the performance of activities under the Research and Phase 1 Supply Plan and the Development and Scale-Up Plan and, for the avoidance of doubt, solely to fund Development and research activities for human (and not veterinary) applications in accordance with such Research and Phase 1 Supply Plan and Development and Scale-Up Plan. Notwithstanding anything to the contrary above, the Parties agree that this restriction shall only apply to the allocation and use of the Research Funding as such, and shall not be construed as limiting or affecting the ownership of any Isconova Technology and Joint Technology created, conceived, reduced to practice or Invented hereunder. Isconova’s ownership and/or rights to the Isconova Technology and Joint Technology shall exclusively be governed by the provisions in Section 3.3. and Isconova’s use of the Isconova Technology and Joint Technology shall be subject only to the licenses granted to Genocea in Sections 3.1.1 through 3.1.3. Isconova shall during the Research Term allocate not less than two (2) dedicated FTEs for Isconova’s research work for Genocea hereunder and each such dedicated FTE shall be paid through Research Funding. During the Research Term, Isconova shall, within fifteen (15) days after the end of each month, deliver to Genocea a report setting forth the number of Isconova FTEs that worked on activities under the Development and Scale-Up Plan and the Research and Phase 1 Supply Plan, as well as other costs and expenses of Isconova evidencing recourses spent on Isconova’s research work hereunder. Researching Funding THIS EXHIBIT HAS BEEN REDACTED AND IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST. REDACTED MATERIAL IS MARKED WITH [* * *] AND HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. payments shall be made within fifteen (15) days after the end of each calendar month.

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