Responsibilities of Debiotech Sample Clauses

Responsibilities of Debiotech. Debiotech shall use reasonable commercial efforts to complete the Development Program, pursuant to which Debiotech shall be responsible for development of MEMS Micro-Needle and process to manufacture MEMS Micro-Needle , both in accordance with Micro-Needle Specifications, and provide to Animas fully functional prototypes of the MEMS Micro-Needle, which meet the Micro-Needle Specifications, are sufficient for FDA Submission, and are in a form which in fact permits redesign for manufacturing and scaling up for large scale industrial manufacturing. To the extent that such prototypes of the MEMS Micro-Needle fail to meet the requirements set forth above, Debiotech shall, at its sole expense, use reasonable commercial efforts to continue development work to satisfy such requirements; provided that, Debiotech shall not be required to continue development if Animas has commenced marketing of the Debiotech Micro-Needle.
Sample 1
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Responsibilities of Debiotech. Debiotech shall use reasonable commercial efforts to complete the Development Program (including without limitation the MEMS Pump and the Filling System) and provide to Animas, in accordance with the milestones set forth in Exhibit B, fully functional prototypes of (a) the MEMS Pump, including MEMS Chip, and (b) Pump Accessories (except for the Infusion Accessories). Such prototypes shall (i) meet the Specifications, (ii) be sufficient for FDA Submission, and (iii) be in a form which permits redesign for manufacturing and scaling up for large scale industrial manufacturing. Debiotech shall furnish to Animas and any manufacturer designated by Animas all documentation necessary for the redesign for manufacturing of the Pump Products. Debiotech shall cooperate with such designated manufacturer to assist in any redesign necessary for manufacturing Pump Products. To the extent that such prototypes of the MEMS Pump fail to meet the requirements set forth above (and on Exhibit B), Debiotech shall, at its sole expense, use reasonable commercial efforts to continue development work to satisfy such requirements; provided that Debiotech shall not be required to continue development if Animas has commenced marketing of the Debiotech Pump. Without limiting Debiotech’s ability to demonstrate how it uses reasonable commercial efforts, Debiotech shall in any event be deemed to use reasonable commercial efforts to fulfill its responsibilities under this Section 5.1 to the extent Debiotech’s efforts represent at least ****** in average each Year during 3 Years following Agreement Date in global development costs, including investments costs, consulting and external development costs and internal engineering costs calculated based upon rates provided in Exhibit C. ****** - Material has been omitted and filed separately with the Commission.
Sample 1

Related to Responsibilities of Debiotech

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