Common use of Production Facility Clause in Contracts

Production Facility. During the Contract Period, the Collaboration Program shall be performed in the Production Facility. The System and Improvements shall be assembled, constructed and maintained in the Production Facility as more fully described and provided below. ArQule covenants that the Production Facility shall be made suitable in all respects for the performance of its duties pursuant to this Agreement and shall be maintained in such condition during the term of this Agreement. 2.5.1 ArQule shall be responsible for the following operations in the Production Facility: [*]. 2.5.2 Pfizer may inspect environmental health and safety procedures in the Production Facility and may make recommendations with respect to improvements to ensure compliance with local, state and federal regulations. At ArQules' own expense, ArQule will make all such improvements to the Production Facility as may be required to comply with any government regulations as identified by Pfizer or the responsible government agency. If Pfizer seeks to improve the standards of environmental health and safety beyond those required by law, Pfizer may do so at Pfizer's own expense. 2.5.3 Pfizer may inspect security procedures in the Production Facility and may seek to improve such procedures at Pfizer's own expense. ------------------ *Confidential treatment has been requested for the marked portion. 2.5.4 ArQule Staff, Pfizer Staff and Supplementary Staff will co-occupy the Production Facility. (i) The skills of ArQule Staff with respect to disciplines, roles. level of education and ArQule employment experience will be as described in the Collaboration Plan. (ii) [*] will be responsible for management of ArQule Staff and [*] or his appointee will be responsible for management of Pfizer Staff and Supplementary Staff. The day to day operations of the Production Facility shall be the responsibility of [*] or his successor pursuant to Section 2.10. (iii) Subject to the terms and conditions of Section 2.5.4 (iv), commencing on [*], with [*] months written notice, Pfizer may substitute ArQule Staff with Pfizer Staff for the performance of Plans; provided, however, at least [*] ArQule Staff remain in the facility. Pfizer will replace ArQule Staff with an equivalent number of Pfizer Staff, so that the total number of FTEs dedicated to Pfizer Compound production is [*]. Commencing [*], until the termination of this Agreement. Pfizer Staff may be increased to a maximum of [*] FTEs so that there may be as many as [*] FTEs performing the Production Plan. (iv) In addition to Pfizer Staff specified in Section 2.5.4 (iii), [*] Supplementary Staff may also occupy the facility to perform operations which include, but are not limited to: [*]. (v) For each Pfizer Staff or Supplementary Staff member occupying the Production Facility, Pfizer will compensate ArQule at the rates provided in Section 3.6, applied to such staff members pro rata on the basis of the time they actually occupy ------------------ *Confidential treatment has been requested for the marked portion.