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Further Actions. The parties hereto shall cooperate reasonably with each other and with their respective Representatives in connection with any steps required to be taken as part of their respective obligations under this Agreement, including the timely assignment, conveyance or other Transfer of the Transferred Assets to Purchaser, assumption of the Assumed Liabilities by Purchaser, and the consolidation, vesting and recordation of the full ownership thereof. The parties hereto shall # furnish upon reasonable request to each other such further information, # execute and deliver to each other such other documents and # do such other acts and things, all as any other party hereto may reasonably request for the purpose of carrying out the intent of this Agreement.

Further Actions. Each Party agrees to execute, acknowledge and deliver such further instruments, and to do all such other acts, as may be necessary or appropriate in order to carry out the purposes and intent of this Agreement.

Remedial Actions. Each Party shall notify the other immediately, and promptly confirm such notice in writing, if it obtains information indicating that any Product may be subject to any recall, corrective action, or other regulatory action by any Governmental Authority or Regulatory Authority (a “Remedial Action”). The Parties shall assist each other in gathering and evaluating such information as is necessary to determine the necessity of conducting a Remedial Action. Licensee has sole discretion with respect to any matters relating to any Remedial Action in the Field in the Territory, including the decision to commence such Remedial Action and the control over such Remedial Action in the Field in the Territory; provided, however, if Verrica determines in good faith that any Remedial Action with respect to any Product in the Field in the Territory should be commenced or is required by Applicable Law or Regulatory Authority, # Verrica shall discuss such Remedial Action with Licensee and # Licensee shall consider in good faith such Remedial Action. Except as may be otherwise agreed under a Clinical Supply Agreement or a Commercial Supply Agreement, Licensee shall bear all costs and expenses of any Remedial Action in the Territory, provided, however, that Verrica shall bear internal and external costs and expenses (including medical representative expenses) incurred by Licensee in relation to or resulting from such Remedial Action if such Remedial Action # is attributable to relevant Products or # arose out of or in connection with Verrica or its CMO’s negligence, willful misconduct or intentional omission, or the breach of Verrica’s representations, warranties, covenants or other obligations as set forth in or arising out of this Agreement or the Supply Agreement; provided, that, notwithstanding the foregoing, in each case where such negligence, willful misconduct or intentional omission, or breach is solely by a CMO(s) (a “CMO Failure”), Verrica will # pass through to Licensee any amounts recovered by Verrica from its CMO(s) with respect to such CMO Failure and # to the extent such recovery is not sufficient to satisfy any damages suffered by Licensee, reimburse Licensee for any damages in excess thereof not to exceed ​ (the “CMO Failure Cap”) ​ during the period of ​ immediately preceding the month in which the relevant CMO Failure is identified by or made known to Licensee (the “Aggregate Transfer Price Amount”); provided further, that if there are two or more CMO Failures that are identified by or made known to Licensee during any period of ​, the CMO Failure Cap that will apply to such two or more CMO Failures in aggregate shall be adjusted to ​.

Further Actions. Each Party shall execute, acknowledge and deliver such further instruments, and do all such other acts, as may be reasonably necessary or appropriate in order to carry out the expressly stated purposes and the clear intent of this Agreement.

Court Actions. Nothing contained in this Agreement shall deny either Party the right to seek, upon good cause, injunctive or other equitable relief from a court of competent jurisdiction in the context of an emergency or prospective irreparable harm, and such an action

Further Actions. Each Party agrees to execute, acknowledge and deliver such further instruments, and to do all such other acts, as may be necessary or appropriate in order to carry out the purposes and intent of this Agreement.

Pending Actions. Except as indicated on [Schedule 6.1], there is no action, suit, arbitration, unsatisfied order or judgment, governmental investigation or proceeding pending, or to such Seller’s knowledge, threatened, against such Seller, the Property owned by its respective Company (or any portion thereof) or the transactions contemplated by this Agreement, which, if adversely determined, could individually or in the aggregate have a material adverse effect on # title to such Seller’s Membership Interest or title to such Property or any portion thereof or # the validity or enforceability of such Seller’s respective Company’s Government Lease or # which could in any material way interfere with the consummation by such Seller of the transactions contemplated by this Agreement.

Pending Actions. There is no action, suit, arbitration, unsatisfied order or judgment, governmental investigation or proceeding pending, or to such Seller’s knowledge, threatened, against such Seller’s respective Company or to which such Company is otherwise a party. The matters set forth on [Schedule 6.2(c)], together with any dispute, controversy or litigation involving Seller’s respective Company, to the extent relating to the period prior to Closing, shall hereinafter be referred to as the “Pre-Closing Litigation Matters.”

Pending Actions. There is no action, suit, arbitration, unsatisfied order or judgment, government investigation or proceeding pending against Purchaser which, if adversely determined, could individually or in the aggregate materially interfere with the consummation of the transaction contemplated by this Agreement.

No Actions. No action, proceeding, investigation, regulation or legislation shall have been instituted, threatened or proposed before any court,

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