Dedicated Equipment. In accordance with Section 8.8, upon Seattle Genetics’ option (i) Abbott shall deliver to Seattle Genetics (at Seattle Genetics’ cost of removal and shipment) all Dedicated Equipment or if the Parties mutually agree (ii) Abbott shall purchase all Dedicated Equipment from Seattle Genetics at its depreciated (calculated on a straight-line basis) book value thereof;
Dedicated Equipment. Seattle Genetics shall pay the cost of additional equipment purchased by Abbott (“Dedicated Equipment”), which is required for Abbott to manufacture Bulk Drug Substance for Seattle Genetics (subject to the approval conditions stated below). Abbott shall advise Seattle Genetics of any Dedicated Equipment required and the estimated costs associated with the purchase, installation and validation of such Dedicated Equipment. Abbott must receive written approval (letter, e-mail or facsimile) by an authorized Seattle Genetics representative prior to the purchase of any such Dedicated Equipment. Such Dedicated Equipment shall be used exclusively for manufacturing of Bulk Drug Substance hereunder, unless otherwise permitted in advance by Seattle Genetics in writing. [*] Abbott shall xxxx Seattle Genetics for the reasonable installation and equipment validation costs after Abbott installs the Dedicated Equipment. This Section 8.8 shall not apply to any replacement equipment purchased by Abbott because of obsolescence (technical or otherwise). Dedicated Equipment, as estimated on or around the Effective Date, is outlined in Exhibit X. Xxxxxx shall own any Dedicated Equipment. In the event this Agreement is terminated, Abbott and Seattle Genetics shall in good faith agree on the commercially reasonable procedures and costs related to the transfer of title to and possession of Dedicated Equipment to Seattle Genetics. Seattle Genetics agrees and acknowledges that upon termination of this Agreement, unless otherwise agreed in accordance with this Section, Seattle Genetics shall own such Dedicated Equipment and shall remove its Dedicated Equipment from Xxxxxx’x property within thirty (30) days after the termination of the Agreement. Upon such termination, if Abbott wishes to retain any such Dedicated Equipment (in Xxxxxx’x sole discretion), and Seattle Genetics approves of such retention in writing, Abbott shall [*]. In addition to Exhibit F, Abbott shall submit quarterly to Seattle Genetics, an updated estimate of Dedicated Equipment costs for the entire Project. Title to, and risk of loss of, all Dedicated Equipment shall be retained by Seattle Genetics; provided, however, that Abbott shall be responsible for replacing any Dedicated Equipment that is destroyed due to Xxxxxx’x negligence, willful misconduct, unauthorized use or unauthorized use with other products. All Dedicated Equipment shall remain at Xxxxxx’x manufacturing facilities. Abbott shall be responsible for...
Dedicated Equipment. The Parties have agreed that certain specialized or dedicated equipment (“Dedicated Equipment”) is required to manufacture Product for Xxxxxxx as set forth on Schedule 5.5. The Parties have further agreed that Pfizer shall advise Xxxxxxx of [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. the Dedicated Equipment required and the estimated costs associated with the purchase, installation and validation of the Dedicated Equipment. [*], subject to Xxxxxxx’x prior written approval of such costs, which approval will not be unreasonably withheld or conditioned. Upon such approval, Pfizer will then purchase, install and validate the equipment and xxxx Xxxxxxx for the associated costs in accordance with the terms agreed in the Statement of Work. [*] Title to the Dedicated Equipment shall be and remain in Xxxxxxx’x name. Pfizer shall (and shall cause its Affiliates to) (i) label the Dedicated Equipment as the property of Xxxxxxx, (ii) use the Dedicated Equipment solely for the manufacture of the Product for and on behalf of Xxxxxxx, (iii) keep the Dedicated Equipment free of liens, claims and encumbrances, (iv) operate the Dedicated Equipment in accordance with the manufacturer’s instructions, (v) maintain the Dedicated Equipment in good working condition and in compliance with cGMP and Applicable Laws, provided that, for any repairs covered by a manufacturer’s warranty, Xxxxxxx shall authorize such repairs under such warranty solely to the extent Pfizer grants access to the Facility for the performance of such repairs, and (vi) ensure the Dedicated Equipment is insured at all times in the amounts adequate to replace the Dedicated Equipment. Upon the expiry or earlier termination of this Agreement, Pfizer will return or otherwise dispose of Dedicated Equipment at Xxxxxxx’x direction in accordance with Section 10.6(b).
Dedicated Equipment. With respect to any Service Provider Equipment then dedicated exclusively to providing Services to the Recipients and located in the Recipient Facilities, Customer may (A) subject to any restrictions under the applicable Service Provider contracts, assume any leases for such Equipment, or (B) purchase from Service Provider any such Equipment for an amount equal to Service Provider’ book value of the applicable Equipment as calculated in accordance with generally accepted accounting principles. For any leases or Equipment that Customer elects to assume or purchase, Customer will assume responsibility for such Equipment leases or Equipment and any Service Provider contracts that relate solely to such leased or owned Equipment (including any maintenance agreements) to the extent those responsibilities relate to periods after the date of termination or expiration of this Agreement, subject to any restrictions in such contracts.
Dedicated Equipment. At present, the parties anticipate that no specialized or dedicated equipment (“Dedicated Equipment”) will be required of Hospira to manufacture Product for Cempra. In the event that the parties agree to make changes, either to the Product Specifications or to the scope of work as currently described in the Project statement of work, and such changes would require Hospira to use Dedicated Equipment in the manufacture of the Product, Hospira and Cempra shall meet and discuss the methods, means and costs for acquiring, installing and validating any such Dedicated Equipment and the responsibilities of the parties therefor. [*] Confidential treatment requested; certain information omitted and filed separately with the SEC.
Dedicated Equipment. 2.7.1 Xxxx shall procure the Dedicated Equipment at Dyax’s sole cost, plus applicable Xxxx markup to cover handling costs, in accordance with the Product Specifications. Xxxx shall use commercially reasonable efforts to determine whether the Dedicated Equipment conforms to the applicable Product Specifications and will work in the Facility for purpose stated in the relevant Work Order.
Dedicated Equipment. ImmunoGen shall supply, at its own expense, all equipment required for the purpose of manufacturing the Drug Substance. Notwithstanding the foregoing, if during the Term of this Agreement, the Parties determine in good faith negotiations that it is necessary or advisable to purchase Dedicated Equipment for ImmunoGen to perform any of its obligations to manufacture Drug Substance under this Agreement, then ImmunoGen shall provide BI Pharma with written notice within a reasonable time of such determination, along with the estimated price for such purchase and quality parameters for such Dedicated Equipment, in order to achieve BI Pharma's written approval of the same. The Parties shall evaluate jointly the costs of such Dedicated Equipment to determine whether the price to be paid for such Dedicated Equipment is reasonable to the Parties and whether such Dedicated Equipment could be procured at a lower cost. ImmunoGen shall provide BI Pharma with a likely list of Dedicated Equipment to define an upper limit of Dedicated Equipment costs, which will be necessary during the production of Drug Product (see Schedule B). Subject to the foregoing, promptly after the consummation of such purchase on behalf of BI Pharma, ImmunoGen shall provide BI Pharma with a copy of the invoice or invoices reflecting such purchase(s), and BI Pharma shall reimburse ImmunoGen for the purchase of all such agreed Dedicated Equipment hereunder within thirty (30) days of its receipt of such invoices from ImmunoGen. All such Dedicated Equipment shall be owned by BI Pharma, shall be maintained, decontaminated and cleaned by ImmunoGen as long as ImmunoGen has possession thereof, and shall be used by ImmunoGen solely for the benefit of BI Pharma. The Parties hereby agree that any costs that are incurred by ImmunoGen and are reimbursed by BI Pharma under this Section 5.5 shall not be included within the calculation of any Direct Cost under this Agreement. Upon any termination of this Agreement, ImmunoGen shall permit BI Pharma to remove all such Dedicated Equipment from its Facility at BI Pharma's sole cost and expense, provided, that any reimbursement due by BI Pharma for such Dedicated Equipment has been fully paid to ImmunoGen.
Dedicated Equipment. 19.1 Dedicated Equipments are provided to Customer in private racks and shared racks. To protect the performance and integrity of the racks, Customer shall in respect of all Dedicated Equipment ensure that its consumption of electricty, network and the use of Dedicated Equipment resource including but not limited to storage devices, shall be fair and reasonable.
Dedicated Equipment. Manufacturer shall exclusively use the Dedicated Equipment in the manufacture of Contract Products for Customer pursuant to this Agreement. Manufacturer shall not use the Dedicated Equipment for any other purpose, including to manufacture products for itself or any third party without the prior written consent of Customer.
Dedicated Equipment. The Equipment used by Supplier and Supplier Personnel shall be dedicated to the provision of Services under this Agreement unless the use of shared Equipment is ABM/IBM Proprietary Information approved in advance by ABM. In seeking approval to use shared Equipment, Supplier shall notify ABM of the impact, if any, of the requested change on the Monthly Base Charges, the ARC and RRC Rates, the OEM retained costs, the Termination Charges and ABM’s right to purchase such Equipment at expiration or termination.
