Contingent Manufacturing Rights for MGB Intermediates Sample Clauses

Contingent Manufacturing Rights for MGB Intermediates. Subject to this Section 6.06, ABG has no rights hereunder to manufacture or purchase MGB Intermediates from third parties. However, in the event Epoch is unable to supply at least ninety-five percent (95%) of ABG’s forecast requirements of MGB Intermediates for more than two (2) month after receipt of written notice from ABG of a material failure to so supply, ABG shall have the right to manufacture or purchase from third parties its requirements of MGB Intermediates until Epoch demonstrates to ABG’s reasonable satisfaction that it can again supply ABG’s requirements of MGB Intermediates. Epoch shall cooperate in obtaining such alternate supply source, including, without limitation, transferring such technology and know-how, and license rights as are reasonably necessary for ABG or a third party to manufacture MGB Intermediates. To facilitate such transfer, Epoch has deposited with Xxxxxx Xxxxxx White & XxXxxxxxx as escrow agent, pursuant to an Escrow Agreement between the Parties dated November 1, 1999, sufficient documentation of the know-how necessary to enable a person skilled in oligonucleotide chemistry to manufacture MGB Intermediates. Under the Escrow Agreement, the Escrow Agent (as defined therein), or a neutral third party mutually agreeable to ABG and Epoch has the right to verify, audit and inspect the documentation to be held or held in deposit to confirm that it is sufficient to provide a person skilled in oligonucleotide chemistry the know-how necessary to manufacture MGB Intermediates.
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Contingent Manufacturing Rights for MGB Intermediates. Perkxx-Xxxxx xxx no rights hereunder to manufacture or purchase MGB Intermediates from third parties. However, in the event Epoch is unable to supply at least ninety-five percent (95%) of Perkin-Elmer's requirements of MGB Intermediates for more than four (4) months after receipt of written notice from Perkxx-Xxxxx xx a material failure to so supply, Perkxx-Xxxxx xxxll have the right to manufacture or purchase from third parties its requirements of MGB Intermediates until Epoch demonstrates that it can again supply Perkin-Elmer's requirements of MGB Intermediates. Epoch shall cooperate in obtaining such alternate supply source, including, without limitation, transferring such technology and know-how, * CONFIDENTIAL PORTIONS OMITTED AND FILED SEPARATELY WITH COMMISSION.

Related to Contingent Manufacturing Rights for MGB Intermediates

  • Manufacturing Rights (a) If Tesla fails to supply Product ordered by ViewRay in accordance with the Section 3.3, in accordance with the terms of this Agreement regarding the quantity or quality of Products supplied to ViewRay, then Tesla shall use Commercially Reasonable Efforts to remedy the problem or secure an alternative source of supply within [***] at no cost to ViewRay, and any such alternative source of supply shall be on terms substantially identical with the terms of this Agreement. If Tesla is unable to remedy the problem or secure an alternative source of supply within [***] after its initial failure to supply, then Tesla shall consult with ViewRay and the parties shall work together to remedy the problem. If Tesla is unable to remedy the supply problem after [***] (or longer as agreed in writing by the parties), commencing with the date upon which such failure to supply began, then ViewRay may at its option, and upon notice to Tesla, manufacture the Products itself or through a third party in accordance with the provisions of Section 3.10(b).

  • Manufacturing Technology Transfer With respect to each Technology Transfer Product, upon AbbVie’s written request after the Inclusion Date for the Included Target to which such Technology Transfer Product is Directed, Morphic shall effect a full transfer to AbbVie or its designee (which designee may be an Affiliate or a Third Party manufacturer) of all Morphic Know-How and Joint Know-How relating to the then-current process for the Manufacture of such Technology Transfer Product (the “Manufacturing Process”) and to implement the Manufacturing Process at facilities designated by AbbVie (such transfer and implementation, as more fully described in this Section 5.3, the “Manufacturing Technology Transfer”). To assist with the Manufacturing Technology Transfer, Morphic will make its personnel reasonably available to AbbVie during normal business hours for up to [***] FTE hours with respect to each Included Target (in each case, free of charge to AbbVie) to transfer and implement the Manufacturing Process under this Section 5.3. Thereafter, if requested by AbbVie, Morphic shall continue to perform such obligations; provided, that AbbVie will reimburse Morphic for its full-time equivalent (FTE) costs (for clarity, in excess of [***] FTE hours) and any reasonable and verifiable out-of-pocket costs incurred in providing such assistance. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

  • API If the Software offers integration capabilities via an API, your use of the API may be subject to additional costs or Sage specific policies and terms and conditions (which shall prevail in relation to your use of the API). You may not access or use the API in any way that could cause damage to us or the Software, or in contravention of any applicable laws. We reserve the right in our sole discretion, to: (i) update any API from time to time; (ii) place limitations around your use of any API; and (iii) deny you access to any API in the event of misuse by you or to otherwise protect our legitimate interests.

  • Third Party Components The Products and Services may contain third party components (including open source software) subject to separate license agreements. To the limited extent a third party license expressly supersedes this XXXX, such third party license governs Customer’s use of that third party component.

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  • Manufacturing (a) The Supplier shall without limitation be responsible, at no additional cost to the Purchaser, for: sourcing and procuring all raw materials for the Products; obtaining all necessary approvals, permits and licenses for the manufacturing of the Products; providing sufficient qualified staff and workers to perform the obligations under this Purchase Agreement; implementing and maintaining effective inventory and production control procedures with respect to the Products; and handling other matters as reasonably requested by the Purchaser from time to time.

  • Manufacturing and Marketing Rights The Company has not granted rights to manufacture, produce, assemble, license, market, or sell its products to any other person and is not bound by any agreement that affects the Company's exclusive right to develop, manufacture, assemble, distribute, market, or sell its products.

  • PRODUCT MANUFACTURER'S SUPPLIERS Only those dealers/distributors listed by the manufacturer will be considered authorized to act on behalf of the Product Manufacturer.

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  • Computer Equipment Recycling Program If this Contract is for the purchase or lease of computer equipment, then Contractor certifies that it is in compliance with Subchapter Y, Chapter 361 of the Texas Health and Safety Code related to the Computer Equipment Recycling Program and the Texas Commission on Environmental Quality rules in 30 TAC Chapter 328.

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