MANUFACTURING; TOOLING Sample Clauses

MANUFACTURING; TOOLING. Genetronics will have the exclusive right to manufacture the Drug Delivery System for Ethicon pursuant to the Supply Agreement (until there is a Failure to Supply as provided in Article 7 of the Supply Agreement); provided, however, that Ethicon shall have approval rights with respect to the Market Requirements (as defined in the Supply Agreement), any Third Party manufacturer and the material suppliers with respect to the Drug Delivery System. Genetronics shall own all tooling; provided, however, that in the event of a Failure to Supply as defined in the Supply Agreement, Genetronics shall be required to transfer ownership of all tooling to Ethicon. The parties shall share equally all Tooling Costs for the Applicator up to [...***...] in the first year and up to [...***...] in each year thereafter. Ethicon shall pay for all tooling costs for the Applicator in excess of [...***...] in the first year and [...***...] in each year thereafter. Tooling Costs means the direct costs for dies and molds.