Example ContractsClausesCompliance With This Agreement
Compliance With This Agreement
Compliance With This Agreement contract clause examples

Compliance with this Agreement. The CCC Signatories will cause the other Restricted Persons to comply with the terms of this Agreement and will be responsible for any breach of the terms of this Agreement by any Restricted Person (even if such Restricted Person is not a party to this Agreement).

Compliance with this Agreement. Sylebra will cause the other members of the Sylebra Group to comply with the terms of this Agreement and will be responsible for any breach of the terms of this Agreement by any such member, in each case whether or not such member is a party to this Agreement.

Compliance with this Agreement. Unless the Parties otherwise agree in writing, during the period of time that any arbitration proceeding is pending under this Agreement, the Parties shall continue to comply with all those terms and provisions of this Agreement that are not the subject of the pending arbitration proceeding.

Compliance with this Agreement. Unless the Parties otherwise agree in writing, during the period of time that any arbitration proceeding is pending under this Agreement, the Parties shall continue to comply with all those terms and provisions of this Agreement that are not the subject of the pending arbitration proceeding.

Release and Compliance with this Agreement. With the exception of the Continuing Obligations, the obligation of the Company to pay any portion of the amounts due pursuant to Section 5(b) and Section 5(c) is expressly conditioned on Executive’s # timely execution and return to the Company by the Release Expiration Date (as defined below) of a release substantially in the form attached hereto as Exhibit A (the “Release”), which form for execution will be provided by the Company to Executive (or a representative of his estate, as applicable) within seven (7) days after the Termination Date, # not exercising Executive’s revocation right as set forth in the Release, and # compliance with the requirements of Sections 6 and 7. The Release shall be revised by the Company to reflect whether payments and benefits are to be provided under Section 5(b) or 5(c) and shall be revised by the Company as reflected in footnote 1 of the Release to the extent the terms of such footnote are applicable, and may also be revised by the Company to reflect changes in applicable law. The “Release Expiration Date” is that date that is twenty-one (21) days following the date upon which the Company delivers the execution form of Release to Executive (or, following Executive’s death, to a representative of Executive’s estate) or, in the event that such termination of employment is “in connection with an exit incentive or other employment termination program” (as such phrase is defined in the Age Discrimination in Employment Act of 1967, as amended), the date that is forty-five (45) days following such delivery date. For the avoidance of doubt, in the case of a termination of Executive’s employment due to Executive’s death, or in the event of Executive’s death or disability after the termination of his employment, the legal representative(s) of Executive (or his estate, as applicable) may execute and revoke (or not revoke) the Release in the name of and for and on behalf of Executive, Executive’s estate and, as applicable, for themselves in accordance with and as permitted by the terms of this Section 5(e), the second sentence of Section 10 and the Release.

Release and Compliance with this Agreement. With the exception of the Continuing Obligations, the obligation of the Company to pay any portion of the amounts due pursuant to Section 5(b) and Section 5(c) is expressly conditioned on Executive’s # timely execution and return to the Company by the Release Expiration Date (as defined below) of a release substantially in the form attached hereto as Exhibit A (the “Release”), which form for execution will be provided by the Company to Executive (or a representative of his estate, as applicable) within seven (7) days after the Termination Date, # not exercising Executive’s revocation right as set forth in the Release, and # compliance with the requirements of Sections 6 and 7. The Release shall be revised by the Company to reflect whether payments and benefits are to be provided under Section 5(b) or 5(c) and shall be revised by the Company as reflected in footnote 1 of the Release to the extent the terms of such footnote are applicable, and may also be revised by the Company to reflect changes in applicable law. The “Release Expiration Date” is that date that is twenty-one (21) days following the date upon which the Company delivers the execution form of Release to Executive (or, following Executive’s death, to a representative of Executive’s estate) or, in the event that such termination of employment is “in connection with an exit incentive or other employment termination program” (as such phrase is defined in the Age Discrimination in Employment Act of 1967, as amended), the date that is forty-five (45) days following such delivery date. For the avoidance of doubt, in the case of a

Conflicts with this Agreement. Consultant represents and warrants that neither Consultant nor any of the Assistants is under any pre-existing obligation in conflict or in any way inconsistent with the provisions of this Agreement. Consultant represents and warrants that Consultant’s performance of all the terms of this Agreement will not breach any agreement to keep in confidence proprietary information acquired by Consultant in confidence or in trust prior to commencement of this Agreement. Consultant warrants that Consultant has the right to disclose and/or or use all ideas, processes, techniques and other information, if any, which Consultant has gained from third parties, and which Consultant discloses to the Company or uses in the course of performance of this Agreement, without liability to such third parties. Notwithstanding the foregoing, Consultant agrees that Consultant shall not bundle with or incorporate into any deliveries provided to the Company herewith any third party products, ideas, processes, or other techniques, without the express, written prior approval of the Company. Consultant represents and warrants that Consultant has not granted and will not grant any rights or licenses to any intellectual property or technology that would conflict with Consultant’s obligations under this Agreement. Consultant will not knowingly infringe upon any copyright, patent, trade secret or other property right of any former client, employer or third party in the performance of the Services.

Compliance with Borrower Agreement. Fail to comply with any of the provisions of or any undertaking, covenant or duty under the Ex-Im Borrower Agreement; provided that, notwithstanding anything to the contrary provided for in this Agreement, the Ex-Im Borrower Agreement, any other Ex-Im Agreement or any Other Document # in all circumstances, the provisions of this Agreement, the Ex-Im Borrower Agreement, any other Ex-Im Agreement and the Other Documents and the undertakings, covenants and duties of Borrowers thereunder shall be interpreted as complementary and supplementary to one another and not as limiting one another, so as to give the fullest and most expansive possible effect to all such provisions, undertakings, covenants and duties and to avoid any conflict or contradiction amongst them and # in the event that, after application of the principles set forth in the preceding clause (i), an irreconcilable conflict exists between any of the provisions of this Agreement, the Ex-Im Borrower Agreement, any other Ex-Im Agreement and/or the Other Documents and/or any of the undertakings, covenants and duties of Borrowers thereunder, the provision, undertaking, covenants and/or duty that is more restrictive upon or requires a higher (or more frequent) level of performance from or is otherwise “stricter” with respect to Borrower shall control (but provided further that, to the extent the application of the principals set forth in this clause (ii) would result in the violation of any provision of any Ex-Im Agreement, the provisions of the applicable Ex-Im Agreement shall control).

Compliance with Emory Agreement. Clearside agrees to comply with the terms and conditions of the Emory Agreement. Clearside shall not assign, amend or modify any term of, terminate or waive, release or assign any rights or claims under, the Emory Agreement, in each chase that would have a material adverse effect on Bausch Health’s rights hereunder, except with the prior written consent of Bausch Health. Clearside shall remain solely responsible for the payment of royalty, milestone, and other payment obligations, if any, under the terms of the Emory Agreement and all such payments under the Emory Agreement shall be made promptly by Clearside in accordance with the terms of the Emory Agreement. Clearside shall not breach or otherwise be in default under the Emory Agreement in a manner that would permit Emory to terminate the Emory Agreement or otherwise diminish the scope or exclusivity of the licenses granted to Bausch Health hereunder. In the event that Clearside receives notice of an alleged breach or default by Clearside or its Affiliates under the Emory Agreement, where termination of the Emory Agreement or any diminishment of the scope or exclusivity of the licenses granted to Bausch Health hereunder is being or could be sought by Emory or result from such breach or default, then Clearside will promptly, but in no event less than ​ thereafter, provide written notice thereof to Bausch Health and grant Bausch Health the right (but not the obligation) to cure such alleged breach or default.

This Agreement. The words “hereof”, “herein”, “hereunder” and words of similar import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement.

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