Subject to Paragraph 4.10 below, the cost of the arbitrator must be paid equally by both parties. Subject to Paragraph 4.10 below, if one party refuses or fails to pay its portion of the arbitrator fee, then the other party can advance such unpaid amount (subject to the accrual of Default Interest thereupon), with such amount being added to or subtracted from, as applicable, the Arbitration Award.
Subject to Paragraph 4.2(c), the maximum time period for any Option to be exercised shall be 10 years from the date of grant.
Subject to Paragraph 4.3, Licensee shall pay RCT the following earned royalty payments on NET SALES of NANOBODY PRODUCTS, on a NANOBODY PRODUCT-by-NANOBODY PRODUCT and country-by-country basis (with the Member States of the European Union being deemed a single country for the purposes of this Agreement), during the term of this Agreement, and on NANOBODY PRODUCTS made or imported during the term of this Agreement but sold after the termination of this Agreement:
Subject to Paragraph 4.2, each Participant shall be eligible for an Employer incentive allocation for a Plan Year, to be determined in accordance with Paragraph 4.3, if the Participant satisfies both of the following requirements:
Subject to Paragraph 3.8, Licensee shall have the right [ ] for the purposes of # [ ]; and/or # [ ]. Any [ ]under this Paragraph 3.5 shall give [ ].
Subject to Paragraph 8.2, Licensee shall render to RCT, on or before the [ ] or [ ] (for Licensee and its AFFILIATES) [ ] immediately following the first sale of a NANOBODY PRODUCT under this Agreement, and on or before each [ ] and [ ] (for Licensee and its AFFILIATES) [ ] of each calendar year thereafter during the term of this Agreement, a true and complete written report setting forth the following items as they pertain to the CALENDAR HALF-YEAR just ended (for Licensee and its AFFILIATES) [ ] (separately stated for each entity and each country):
Subject to [Section 4.4.3], the Parties shall be entitled to be restored as near as possible to the positions in which they would have been, had this Agreement not been entered;
Subject to [Section 4.3], the aggregate number of Shares which may be issued under this Plan shall be equal to 5,200,000 Shares, all of which may be issued in the form of Incentive Stock Options under the Plan. The Shares issued under the Plan may be authorized but unissued, or reacquired Company Common Stock. No provision of this Plan shall be construed to require the Company to maintain the Shares in certificated form. Unless the Administrator shall determine otherwise, # Awards may not consist of fractional shares and shall be rounded up to the nearest whole Share, and # fractional Shares shall not be issued under the Plan (and shall instead also be rounded as aforesaid).
Subject to [Section 4.1.22(c)] below, will promptly pay (or cause to be paid) when due all bills and costs for labor, materials, and specifically fabricated materials incurred in connection with the Property (any such bills and costs, a “Labor and Materials Charge”) and never permit to exist in respect of the Property or any part thereof any lien or security interest, even though inferior to the liens and the security interests hereof, and in any event never permit to be created or exist in respect of the Property or any part thereof any other or additional lien or security interest other than the liens or security interests created hereby and by the Mortgage, except for the Permitted Encumbrances.
Paragraph 3.1 # will be amended to delete the final Two Million ($2,000,000) payment due on the second anniversary of the EFFECTIVE DATE of the License Agreement. As of the Effective Date of this Second Amendment, the License Issue Fee shall be fully paid up.
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