Capital Improvements. Notwithstanding anything else to the contrary contained in this Lease, , at ’s sole cost and expense, shall be required to perform all capital improvements in connection with the performance of ’s Maintenance Obligations. shall provide written notice to in the event that any such capital improvements are required during the Lease Term and shall perform the same in accordance with the terms of Article 8 of the Lease.
Continuous Improvements. The Parties will discuss in good faith value-added activity and improvement in the Manufacturing process on a continuing basis and, unless the Parties otherwise agree SGI will bear of any costs associated with improvements to the Manufacturing process for the SGI Antibodies and Unum will bear of any costs associated with improvements to the Manufacturing process for the ACTR T-cells.
Initial Improvements. Except for Landlords Work, the initial improvement of the Premises under this Lease shall be accomplished by Tenant or its designated contractor in accordance with [Exhibit B] and all other applicable provisions of this Lease (including, without limitation, Articles IX, XIII and XIX). Landlord is under no obligation to make any structural or other Alterations in or to the Premises or the Building except as may be otherwise expressly provided in this Lease, including [Exhibit B]. Alterations shall be deemed to include, without limitation, all trade fixtures.
Primary Improvements. Subject to Legacys rights under Section 4.2, Primary shall be entitled to sole ownership of # all inventions, discoveries, or improvements related to any Metallophile Technology, VDCs, or the manufacture or use of any of the foregoing, conceived, reduced to practice, or otherwise generated by either Party, any Affiliate thereof, or any employee, contractor, agent, or representative of either Party or any Affiliate thereof, solely or jointly with the other Party , any Affiliate thereof, or any Third Party, as a result of the activities contemplated by this Agreement, the parties interactions under this Agreement, or Legacys, its Affiliates, or their employees, contractors, agents or representatives knowledge or use of, or access to, Primarys Confidential Information, Metallophile Technology, or any VDC(s) and (ii) Viamet Improvements (collectively, all of the foregoing, Primary Improvements), and all intellectual property rights related thereto, specifically excluding any improvements of Protected Ag Partner Scaffold Information or Protected Ag Partner Development Process directly resulting from a Partys knowledge or use of Protected Ag Partner Scaffold Information or Protected Ag Partner Development Process. Primary Improvements shall, notwithstanding anything to the contrary, include, but not be limited to, any Derivatives of VDCs generated by or on behalf of Legacy, Ag Partner, any Affiliate of either of the foregoing, or any Legacy Licensee in the exercise of the rights granted under Section 4.2 or research, development, use, manufacture, or sale of any VDC or any Viamet Derived Product. Subject to Legacys rights under Section 4.2, Legacy hereby assigns all of its right, title, and interest in any Primary Improvements (including any such rights, title, or interest obtained by Legacy from Ag Partner, any Affiliate thereof, or any Legacy Licensee), and all intellectual property rights related thereto, to Primary, free and clear of all liens, claims, and encumbrances. Legacy shall take all actions, and shall # cause its Affiliates, and its and its Affiliates employees, contractors, agents, and other representatives and to the extent reasonably possible through the exercise and enforcement of Legacys rights under [Section 10.3(c)] of the Existing Ag Agreement, # Ag Partner, Ag Partners Affiliates, and Ag Partners and Ag Partners Affiliates employees, contractors, agents, and other representatives to take all actions, including but not limited to the execution of patent assignments or other documents, reasonably requested by Primary to effect the purposes of the foregoing. As soon as reasonably aware of the conception, reduction to practice, or other generation of any Primary Improvement by Legacy, any Affiliate thereof, any Legacy Licensee, or any employee, contractor, agent, or other representative of either of the foregoing, solely or jointly with Primary or any Third Party, Legacy shall promptly disclose the same to Primary in writing. Legacy shall use Commercially Reasonable Efforts to enforce those provisions of the Existing Ag Agreement corresponding to the subject matter of this Section 9.3 for the benefit of Primary.
for review and, therefore, the [[Organization A:Organization]] has not consented to [[Organization B:Organization]]’s commencement of construction of [[Organization B:Organization]] Improvements within the Phase 2 Expansion Space.
Phase 2 Expansion Space [[Organization B:Organization]] Improvements. Subject to Section 4 of this Third Addendum above, upon the date on which [[Organization A:Organization]] tenders delivery of possession of the
Phase 1 Expansion Space [[Organization B:Organization]] Improvements. Upon the date on which [[Organization A:Organization]] tenders delivery of possession of the Phase 1 Expansion Space to [[Organization B:Organization]] (“Phase 1 Expansion Space Delivery Date”), [[Organization B:Organization]] agrees to accept the Phase 1 Expansion Space in its “As-Is” condition and thereafter promptly complete the Phase 1 Expansion Space [[Organization B:Organization]] improvements. [[Organization A:Organization]] will use commercially reasonable efforts to cause the Phase 1 Expansion Space Delivery Date to occur on the Effective Date (the “Target Phase 1 Expansion Space Delivery Date”), to allow [[Organization B:Organization]]’s build-out to begin. If [[Organization A:Organization]] shall be unable to give possession because a certificate of occupancy or any other required certificate, permit, or variance has not been procured, or for any other reason not within the reasonable control of [[Organization A:Organization]], [[Organization A:Organization]] shall not be subject to any liability for the failure to give possession. No such failure to give possession shall in any other respect affect the validity of this Third Addendum or the obligations of [[Organization B:Organization]] hereunder, nor shall the same be construed in any way to extend the Term. Notwithstanding anything to the contrary herein, the Phase 1 Rent Commencement Date for the Phase 1 Expansion Space shall be extended by one day for each day after the Target Phase 1 Expansion Space Delivery Date that the actual Phase 1 Expansion Space Delivery Date fails to occur.
Occupancy. Once the Phase 1 [[Organization B:Organization]] Improvements are completed and a certificate of occupancy has been issued by the City of Eden Prairie, [[Organization B:Organization]] may occupy the Phase 1 Expansion Space.
Excess Costs. Any costs of the [[Organization B:Organization]] Improvements which exceed the [[Organization B:Organization]] Improvement Allowance shall be the financial responsibility of [[Organization B:Organization]]. Any improvements to the Expansion Space, other than as shown on the [[Organization B:Organization]] Phase 1 Working Drawings and/or [[Organization B:Organization]] Phase 2 Working Drawings, and the furnishing of the Expansion Space, shall be made by [[Organization B:Organization]] at the sole cost and expense of [[Organization B:Organization]], subject to all other provisions of this Third Addendum and the Lease, including the cost of any improvements required to comply with applicable governmental laws, ordinances, and regulations. Any excess or unused portion of the [[Organization B:Organization]] Improvement Allowance shall be retained by the [[Organization A:Organization]].
Improvements and Inventions. Any and all improvements or inventions that Employee may make or participate in during the Employment Term, unless wholly unrelated [[Organization A:Organization]] business of the Company and its respective affiliates and not produced within the scope of Employee's employment hereunder, shall be the sole and exclusive property of the Company. Employee shall, whenever requested by the Company execute and deliver any and all documents that the Company deems appropriate in order to apply for and obtain patents or copyrights in improvements or inventions or in order to assign and/or convey [[Organization A:Organization]] the sole and exclusive right, title and interest in and to such improvements, inventions, patents, copyrights or applications.
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