Technology Transfer Costs. Ionis will perform the Technology Transfer Activities under Section 7.8 for up to [***] ([***] to Praxis) of Ionis’ time. Thereafter, if reasonably requested by Praxis, Ionis will provide Praxis with a reasonable level of assistance in connection with such transfer, and Praxis will reimburse Ionis for Ionis’ time incurred in providing such assistance at Ionis’ then-current FTE rate and will reimburse Ionis for its reasonable out-of-pocket costs incurred in connection therewith upon receipt of an invoice for such time and costs.
Technology Transfer Costs. Zai shall [*] in connection with the Technology Transfer. In addition, [*] to assist Zai in connection with the Technology Transfer. For the avoidance of doubt, Entasis shall [*] to assist Zai in connection with the Technology Transfer. [*].
Technology Transfer Costs. In connection with a Technology Transfer pursuant to Section 2.11(a)(iii), Purchaser shall be responsible for paying VIVUS’ actual costs and expenses incurred in connection with such Technology Transfer, including FTE costs, out-of-pocket expenses and any technology transfer fees payable to any other Third Party; provided, however, VIVUS shall bear all costs related to any Method Transfer and any other transfer costs, for which the related work has been performed prior to the Effective Date (collectively, “Technology Transfer Costs”). In connection with a Technology Transfer pursuant to Section 2.11(a)(i), (ii), or (v), VIVUS shall be responsible for the Technology Transfer Costs. In connection with a Technology Transfer pursuant to Section 2.11(a)(iv), Purchaser shall be responsible for the Technology Transfer Costs unless and until a Supply Disruption shall have occurred, in which event VIVUS shall be responsible for such Technology Transfer Costs, including reimbursing Purchaser for those already paid by Purchaser.
Technology Transfer Costs. In connection with a Technology Transfer pursuant to Section 2.11(a)(iii), Purchaser shall be responsible for paying VIVUS’s actual costs and expenses incurred in connection with such Technology Transfer, including FTE costs, out-of-pocket expenses and any technology transfer fees payable to any other Third Party (collectively, “Technology Transfer Costs”). In connection with a Technology Transfer pursuant to Section 2.11(a)(i), (ii), or (v), VIVUS shall be responsible for the Technology Transfer Costs. In connection with a Technology Transfer pursuant to Section 2.11(a)(iv), Auxilium shall be responsible for the Technology Transfer Costs unless and until a Supply Disruption shall have occurred, in which event VIVUS shall be responsible for such Technology Transfer Costs, including reimbursing Auxilium for those already paid by Auxilium.
Technology Transfer Costs. Other than as may be agreed as a Transition Service hereunder, each Party requesting transfer under Section 4.1 shall reimburse the other Party’s out-of-pocket expenses and FTE costs incurred to perform any technology transfer, including any amounts paid in consideration for manufacturing support following such technology transfer. Each Party shall invoice the other Party on a monthly basis for the foregoing costs incurred by, and shall pay the amount invoiced within thirty (30) days after the date of any such invoice.
Technology Transfer Costs. As further set forth in and subject to this Section 7.2.2, Mallinckrodt shall be responsible for Technology Transfer Costs incurred by Silence in the performance of the Technology Transfer portion of each Work Plan. Prior to the beginning of the calendar month during which the Technology Transfer 3 will commence, Mallinckrodt shall pay to Silence the applicable Research Budget for such Technology Transfer. Silence shall notify the JSC if it anticipates that its actual Technology Transfer Costs will exceed the amount budgeted in the applicable Research Budget for such activity by more than the Cost Overrun Threshold. Any such notice must be provided at least [***] days prior to the date upon which such activity is to be performed and shall include a description of the likely consequences of any material delay in the performance of such activity. Silence shall not proceed with such Technology Transfer activity unless and until such Technology Transfer activity has been approved by Mallinckrodt; in the absence of such approval and so long as Silence’s notice of such excess Technology Transfer Costs complied with this Section 7.2.2 and so long as such excess Technology Transfer Costs [***] Technology Transfer activities [***] under such Work Plan], Silence’s failure to carry out activities that are the subject of such notice shall not be deemed to be a breach of its obligations under such Work Plan or this Agreement. Within [***] days after the completion of the Technology Transfer, Silence shall provide to Mallinckrodt a report, in reasonable detail and format, of all Technology Transfer Costs incurred by it and its Affiliates during such calendar quarter. Within [***] Business Days following the receipt of such report, and without limiting Mallinckrodt’s rights under Section 9.5 below, Mallinckrodt shall have the right to request reasonable additional information to confirm such Technology Transfer Costs. If the Technology Transfer Costs were in excess of the amounts paid to Silence by Mallinckrodt under this Section 7.2.2 and were below the Cost Overrun Threshold or approved by Mallinckrodt, then Silence shall invoice Mallinckrodt for the difference and Mallinckrodt shall pay such invoice within [***] days after receipt thereof. For the avoidance of doubt, Mallinckrodt shall have no obligation to pay any Technology Transfer Costs that exceed the Cost-Overrun Threshold unless such excess costs were approved by Mallinckrodt in accordance with this Section 7.2...
Technology Transfer Costs. [*] [*] = Certain confidential information contained in this document, marked by brackets, has been omitted and filed separately with the Securities and Exchange Commission pursuant to Rule 406 of the Securities Act of 1933, as amended.
Technology Transfer Costs. The cost to JBI for such Technology Transfer activities shall be [*]. Other than the Technology Transfer activities contemplated in the Technology Transfer Plan, the Parties shall agree in writing on plans and budgets necessary to implement Technology Transfer activities contemplated by this Section 5.6 taking into account the reasonable availability of Aduro’s resources.
Technology Transfer Costs. Isis will perform the technology transfer activities under this Section 4.2 for up to [***] FTE hours (free of charge to Roche) of Isis’ time. Thereafter, if requested by Roche, Isis will provide Roche with a reasonable level of assistance in connection with such transfer, which Roche will reimburse Isis for Isis’ time incurred in providing such assistance at Isis’ FTE rate, and any of Isis’ reasonable travel expenses for travel requested by Roche, and any outside consultants’ costs and consultants’ reasonable travel expenses incurred by Isis agreed in advance by Roche.
Technology Transfer Costs. Ionis will conduct the Technology Transfer, and will provide consultation and assistance with [***] to provide support set forth in Section 7.1.1 (Ionis Manufacturing) (any such consultation, assistance, or support provided by [***]. Ionis will [***] in connection with the Initial Know-How Transfer, including, for clarity, [***]. In addition, Ionis will [***] in providing Requested Assistance to Otsuka in connection with such Continuing Know-How Transfer, until [***] and, thereafter, [***]. After [***]. At all times, Otsuka will [***]. Ionis may [***] following receipt of such Regulatory Approval, to the extent [***]. Ionis shall [***]. Notwithstanding the foregoing, [***]. For clarity, the terms of this Section 3.2 (Technology Transfer Costs) shall not apply with respect to [***] and, for clarity, the terms of this Section 3.2 (Technology Transfer Costs) shall not apply to [***]. Notwithstanding any provision to the contrary, Ionis’ obligations to conduct the Technology Transfer and provide Requested Assistance will not require Ionis to conduct any additional Clinical Trials or generate any additional data or information that is not expressly contemplated by the Cross-Territory Clinical Development Plan or Non-Clinical HAE Development Plan.
