DEVELOPMENT CENTRE Sample Clauses

DEVELOPMENT CENTRE. Subject to the provisions of this Section 11.4, including Purchaser's obligation to sell the development centre, the Purchaser undertakes, during a period of 3 years from the date hereof, to establish and maintain, fully operational with approximately 35 employees, a development centre in Montreal for the purpose of providing the services to Microcell. Microcell acknowledges that the development centre is not currently fully staffed and that it will not have at least 35 employees for some time. The Purchaser hereby grants, during a period of 3 years from the date hereof, to Microcell a right of first refusal on such development centre, whereby if the Purchaser undertakes to dispose directly or indirectly of such development centre to a third party, the Purchaser shall offer to Microcell the right to acquire such development centre, for the same consideration and at the same terms and conditions as the Purchaser otherwise would have received from said third party. Notwithstanding the time period described in the first sentence of this Section 11.4, it is understood between the Parties that Purchaser's undertakings pursuant to this Section 11.4 shall commence on the date Microcell has recruited 35 employees for the Purchaser's activities in Canada.
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Related to DEVELOPMENT CENTRE

  • Technology Research Analyst Job# 1810 General Characteristics

  • Development and Commercialization Subject to Sections 4.6 and 4.7, Fibrocell shall be solely responsible for the development and Commercialization of Fibrocell Products and Improved Products. Fibrocell shall be responsible for all costs incurred in connection with the Fibroblast Program except that Intrexon shall be responsible for the following: (a) costs of establishing manufacturing capabilities and facilities in connection with Intrexon’s manufacturing obligation under Section 4.6 (provided, however, that Intrexon may include an allocable portion of such costs, through depreciation and amortization, when calculating the Fully Loaded Cost of manufacturing a Fibrocell Product, to the extent such allocation, depreciation, and amortization is permitted by US GAAP, it being recognized that the majority of non-facilities scale-up costs cannot be capitalized and amortized under US GAAP); (b) costs of basic research with respect to the Intrexon Channel Technology and Intrexon Materials (i.e., platform improvements) but, for clarity, excluding research described in Section 4.7 or research requested by the JSC for the development of a Fibrocell Product or an Improved Product (which research costs shall be reimbursed by Fibrocell); (c) [*****]; and (d) costs of filing, prosecution and maintenance of Intrexon Patents. The costs encompassed within subsection (a) above shall include the scale-up of Intrexon Materials and related active pharmaceutical ingredients for clinical trials and Commercialization of Fibrocell Products undertaken pursuant to Section 4.6, which shall be at Intrexon’s cost whether it elects to conduct such efforts internally or through Third Party contractors retained by either Intrexon or Fibrocell (with Intrexon’s consent).

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  • Design Development An interim step in the design process. Design Development documents consist of plans, elevations, and other drawings and outline specifications. These documents will fix and illustrate the size and character of the entire project in its essentials as to kinds of materials, type of structure, grade elevations, sidewalks, utilities, roads, parking areas, mechanical and electrical systems, and such other work as may be required.

  • Research and Development (i) Advice and assistance in relation to research and development of Party B; (ii) Advice and assistance in strategic planning; and