Right to Supply Sample Clauses

Right to Supply. During the [ * ], ImmunoGen shall [ * ] to [ * ] Millennium with [ * ] of [ * ] for the purpose of conducting [ * ] in accordance with Section 2.3 this Agreement. The terms of [ * ] of this Agreement shall govern [ * ] of such [ * ]. Alternatively, during the [ * ], Millennium shall have the right, and ImmunoGen hereby grants to Millennium a non-exclusive, worldwide, royalty-free license under the Licensed Technology, to [ * ] of [ * ] for the purpose of conducting Preclinical Research in accordance with Section 2.3 of this Agreement. For purposes of clarity, the [ * ] set forth in this [ * ] shall include [ * ] to [ * ] in accordance with [ * ] hereof for the purpose of [ * ] in accordance with this [ * ]. The license grant set forth in [ Portions of this Exhibit were omitted and have been filed separately with the Secretary of the Commission pursuant to the Company's application requesting confidential treatment under Rule 24b-2 of the Securities Exchange Act. * ] shall include [ * ] to [ * ] to [ * ] and [ * ] who [ * ] on [ * ] of Millennium.
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Right to Supply. During the term of any [ * ], ImmunoGen [ * ] to [ * ] Millennium with its requirements of [ * ] for the purpose of [ * ] in accordance with [ * ] of this Agreement. The terms of [ * ] of this Agreement shall govern [ * ] of such [ * ]. Alternatively, during the term of any [ * ], Millennium shall have the right, and ImmunoGen hereby grants to Millennium a non-exclusive, worldwide, royalty-free license under the Licensed Technology, to [ * ] of [ * ] for the purpose of conducting Preclinical Research in accordance with [ * ] of this Agreement. For purposes of clarity, the [ * ] set forth in this [ * ] shall include [ * ] to [ * ] in accordance with [ * ] hereof for the purpose of [ * ] in accordance with this [ * ]. The license grant set forth in this [ * ] shall include [ * ] to [ * ] to [ * ] and [ * ] who [ * ] on [ * ] of Millennium.
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Right to Supply. Upon the conclusion of a particular Project Plan, the Parties shall discuss the Commercialization prospects for the resulting Sumitomo Development Item(s) and, in turn, the supply of related Zymergen Development Items. Such discussion shall include agreements by the Parties concerning target pricing for the Sumitomo Development ltem(s) (or end products incorporating the Sumitomo Development Item(s)) and assessments of the respective costs of production at commercial scale for the Sumitomo Development Item(s) or end products and the Zymergen Development Item(s). The Parties hereby agree that Zymergen shall have the exclusive right to supply the Zymergen Development Item(s) to Sumitomo in view of the agreements and assessments mentioned in the preceding sentence. If, at any time, Sumitomo desires to obtain supply of a Zymergen Development Item, Sumitomo shall notify Zymergen in writing (the “Offer Notice”) of the material financial and other terms and conditions in which Sumitomo desires to enter into agreement with Zymergen for the supply of the applicable Zymergen Development Item (the “Material Terms”). Each Offer Notice constitutes an offer made by Sumitomo to enter into an agreement with Zymergen on the Material Terms (the “Supply Offer”). At any time prior to the expiration of the thirty (30) day period following Zymergen’s receipt of the Offer Notice (the “Exercise Period'”), Zymergen may accept the Supply Offer by delivery to Sumitomo of a binding letter of intent containing the Material Terms and any standard and customary conditions applicable to a transaction of this nature, executed by Zymergen. If, by the expiration of the Exercise Period, Zymergen has not accepted the Supply Offer, and provided that Sumitomo has complied with all of the provisions of this Section 7.2, Sumitomo may (a) at any time during the [***] ([***]) day period following the [***], enter into [***] to toll [***] Zymergen Development ltem(s) for the [***] on Material Terms that are the same [***] as the Material Terms or (b) within the time period tor first supply, as defined in the Offer Notice, [***] for the supply of the applicable Zymergen Development ltem(s) with costs (calculated using [***] on any [***]) that are the same [***] as the Material Terms (a “[***]”). Regardless, if Sumitomo does not consummate [***] period or build [***] in the time period set forth in the Offer Notice, as applicable, the terms and conditions of [***] will again apply and Sumitomo [***] wi...
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Right to Supply. For Purposes of this provision, "Third Party Purchases" shall refer to purchases by SBI of lithium-powered scale products from any supplier other than MSI; and "
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Right to Supply. During any fiscal year of the Company, whilst this Agreement is in force and commencing 90 days from the date hereof, FCF shall have the option to supply up to, and if FCF exercises its option the Company shall purchase from FCF a monetary amount equal to not less than, fifty percent (50%) of the amount of the Company's expenditures for the Manufactured Products calculated in the manner set out in the remainder of this Section 2 and on an aggregate annual basis, not on an item-by-item basis.
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Right to Supply 
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Related to Right to Supply

  • Right to Sublicense So long as COMPANY remains the exclusive licensee of the PATENT RIGHTS in the FIELD in the TERRITORY, COMPANY shall have the sole right to sublicense any alleged infringer in the FIELD in the TERRITORY for future use of the PATENT RIGHTS in accordance with the terms and conditions of this Agreement relating to sublicenses. Any upfront fees as part of such sublicense shall be shared equally between COMPANY and M.I.T.; other revenues to COMPANY pursuant to such sublicense shall be treated as set forth in Article 4.

  • Right to Subcontract The Carrier at its discretion may subcontract on any terms the whole or any part of the Carriage.

  • Right to suspend 2.1.1 Network Rail may serve a Suspension Notice where a Train Operator Event of Default has occurred and is continuing.

  • No Right to Subcontracting Subcontractor may not subcontract, either part or in whole, the Services authorized under this Agreement.

  • Right to Seek Assurance The Transfer Agent may refuse to transfer, exchange or redeem shares of the Fund or take any action requested by a shareholder until it is satisfied that the requested transaction or action is legally authorized or until it is satisfied there is no basis for any claims adverse to the transaction or action. It may rely on the provisions of the Uniform Act for the Simplification of Fiduciary Security Transfers or the Uniform Commercial Code. The Company shall indemnify the Transfer Agent for any act done or omitted to be done in reliance on such laws or for refusing to transfer, exchange or redeem shares or taking any requested action if it acts on a good faith belief that the transaction or action is illegal or unauthorized.

  • OBLIGATION TO SUPPORT ‌ The parties agree that subsequent to the execution of this Memorandum of Understanding and during the period of time said Memorandum is pending before the Board of Supervisors for action, neither SEIU Local 721, nor Management, nor their authorized representatives, will appear before the Board of Supervisors or meet with members of the Board of Supervisors individually to advocate any amendment, addition or deletion to the terms and conditions of this Memorandum of Understanding. It is further understood that this Article shall not preclude the parties from appearing before the Board of Supervisors nor meeting with individual members of the Board of Supervisors to advocate or urge the adoption and approval of this Memorandum of Understanding in its entirety.

  • Right to Sell Assignor may not Transfer any interest in the Development Xxxxx, the Subject Interests or any part thereof or any undivided interest therein in violation of Section 11.04. Subject to Section 11.02 and 11.04, Assignor may from time to time Transfer, mortgage or pledge its interest in the Development Xxxxx, the Subject Interests, or any part thereof or undivided interest therein, if and only if (i) such Transfer, mortgage or pledge is made expressly subject to and burdened with the Royalty Interest and this Conveyance; (ii) solely in connection with a Transfer other than a Transfer pursuant to a foreclosure on any mortgage or security interest, Assignor has caused the assignee, purchaser, transferee or grantee of any such transaction to (A) acknowledge that the affected Subject Interests are taken subject to and burdened with the Royalty Interest and this Conveyance, and (B) assume and agree to discharge Assignor’s obligations under this Conveyance with respect to such Subject Interests from and after the actual date of any such Transfer; and (iii) in connection with any Transfer pursuant to a foreclosure on any mortgage or security interest, Assignor has used commercially reasonable efforts to cause the assignee, purchaser, transferee or grantee of any such transaction to (A) acknowledge that the affected Subject Interests are taken subject to and burdened with the Royalty Interest and this Conveyance, and (B) assume and agree to discharge Assignor’s obligations under this Conveyance with respect to such Subject Interests from and after the actual date of any such Transfer. Any assumption and agreement to discharge shall be by appropriate written instrument for the express benefit of and enforceable by Assignee. For the avoidance of doubt, nothing in this Section 11.01(a) is intended to permit any assignee, purchaser, transferee or grantee to acquire any interest in the Development Xxxxx, the Subject Interests or any part thereof or undivided interest therein without being subject to and burdened with the Royalty Interest and this Conveyance. Assignee shall not be required to recognize any purported Transfer, mortgage or pledge not made in conformance with this Section 11.01(a) and, notwithstanding any such purported Transfer, mortgage or pledge, Assignor shall remain obligated under this Conveyance just as if such Transfer, mortgage or pledge attempt had not been made and Assignee shall continue to deal with Assignor to the exclusion of the purported transferee. Further, to the extent permitted by applicable Legal Requirements, any purported Transfer not made in conformance with this Section 11.01(a) shall be void and of no effect.

  • Failure to Supply If IPC is unable (or anticipates an inability) to manufacture or deliver all or a portion of a Product to Tris as required by a confirmed or accepted Purchase Order pursuant to Section 3.3 of this Agreement, IPC shall promptly notify Tris in writing of the period for which such inability (or anticipated inability) to so manufacture or deliver is expected (an “Anticipated Inability to Deliver”). For avoidance of doubt, so long as IPC uses Commercially Reasonable Efforts and the anticipated inability is a force majeure event, IPC shall not be in breach of the Purchase Order(s) affected nor this Agreement, however, regardless of whether or not IPC has breached a Purchase Order or this Agreement it shall still be liable for Cover and the other obligations set forth in this Section 3.10. In the event IPC is unable to meet Tris’s Purchase Orders or IPC issues a notice of an Anticipated Inability to Deliver, IPC’s obligation to supply shall continue but Tris’ obligation to purchase the Product that IPC is unable to timely supply in accordance with Section 3.3 above shall be suspended and Tris, without relieving IPC of its obligations under Section 3.3, may mitigate its damages by purchasing from another Person the quantity of substitute product that it requires beyond what IPC is able to deliver. Tris shall use Commercially Reasonable Efforts to obtain such substitute product at a reasonable price and communicate same to IPC in writing. Tris shall be entitled to deduct the difference in cost paid by Tris for such substitute product over the cost of the Product (“Cover”), if any, from any amounts otherwise payable to IPC hereunder, and, to the extent not so offset, IPC shall reimburse Tris for such Cover , within thirty (30) days of receipt of invoice from Tris. IPC will not be entitled to any share of positive Net Profits for sale of substitute product not sourced by Tris from IPC hereunder (provided IPC shall continue to fund its share of negative Net Profits), except to the extent IPC has fully reimbursed Tris for the Cover expense with respect to such product. If at any time thereafter during the Term, IPC is able to timely deliver Product in satisfaction of Tris’ Purchase Orders, IPC shall so notify Tris in writing and, subject to Tris’ contractual commitments to third parties, Tris shall undertake commercially reasonable efforts to limit such contractual commitment in order not to exceed IPC’s volume and period it is unable to supply, Tris will resume purchasing the Product from IPC. If IPC’s inability to timely deliver to Tris the quantity of the Product described in this Section 3.3 continues for a period beyond three (3) months, Tris may terminate this Agreement upon thirty (30) days’ notice in writing to IPC. IPC shall reimburse Tris for any failure to supply and late supply penalties and/or damages charged to Tris for late supply or non-supply caused by IPC’s failure to timely supply Product pursuant to Purchase Orders delivered to IPC in accordance with this Agreement. For clarity and audit purposes, such failure to supply penalties shall be supported by appropriate invoices detailing the failure to supply penalties issued by the affected customers and wholesallers of Tris. IPC shall reimburse Tris for such penalties and damages, within ten (10) days of receipt of invoice for same from Tris, provided that if such invoice is not timely paid, Tris may at its option offset such amounts owed against other amounts payable by Tris to IPC.

  • Right to Set Off If your Account balance becomes and remains negative, we can use the funds in any of your accounts with us to repay the negative balance in your Account without any further notice to or demand on you. Moreover, we have the right to set-off any liability, direct or contingent, past, present or future that you owe against any account you have with us. Further, you grant us a lien on and security interest in the funds on deposit in each of your account(s) as security for all of your liabilities and obligations to us, now or in the future.

  • Agreement to Subscribe 1.1. Purchase and Issuance of the Private Units.

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