TRANSITION MANUFACTURING AGREEMENT Sample Clauses

TRANSITION MANUFACTURING AGREEMENT. Seller and the Company shall have entered into a TTP transitional manufacturing agreement containing the principal terms set forth in Exhibit D attached hereto, whereby during the transfer of manufacturing capability from Buyer to Seller, the Company will provide space and certain services such that Seller may continue to manufacture TTP products at the Company's facilities for a period of up to six months from Closing.
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TRANSITION MANUFACTURING AGREEMENT. 32 6.10 DISCLOSURE SCHEDULE.............................................32 6.11
TRANSITION MANUFACTURING AGREEMENT. 33 7.7 WAIVER..........................................................33 ARTICLE VIII INDEMNIFICATION..................................................33
TRANSITION MANUFACTURING AGREEMENT. Schering-Plough and Centocor shall negotiate in good faith during the forty-five (45)-day period following the date hereof to enter into a manufacturing and supply agreement, which will be subject to the terms set forth on Schedule 2.2(d)(i) (a “Transition Manufacturing Agreement”), and one or more quality agreements, as appropriate, pursuant to which Schering-Plough would provide to Centocor fill and finish services (including lyophilization) for the Remicade Product (the “Transition Manufacturing Services”) for sale or use in the Relinquished Territories. The Transition Manufacturing Agreement would specify other rights and obligations of each of the Parties with respect thereto and may include any other terms, in each case as mutually agreed between Schering-Plough and Centocor. Notwithstanding any other provision of this Agreement, neither Schering-Plough nor any of its Affiliates shall have any obligation to perform any Transition Manufacturing Services for a particular Relinquished Territory that such Person does not perform for such Relinquished Territory as of the date hereof.

Related to TRANSITION MANUFACTURING AGREEMENT

  • Manufacturing Agreement Each of the Sellers (as applicable) shall have executed and delivered to the Buyer the Manufacturing Agreement with respect to the portion of the Business conducted at the applicable Facility.

  • Manufacturing and Supply Genentech shall be responsible for manufacturing and supplying Licensed Products for clinical use and commercial sale in the Genentech Field.

  • Supply Agreement Buyer shall have executed and delivered the Supply Agreement to the Company.

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

  • Quality Agreement Each Party will comply with the terms of the Quality Agreement in the performance of its obligations hereunder including record retention, audits and inspections, change control, adverse events and product recall. The Parties will conduct periodic Product quality reviews in accordance with the terms of the Quality Agreement.

  • Transition Services Agreement Seller shall have executed and delivered the Transition Services Agreement.

  • Transitional Services Agreement Seller shall have executed and delivered the Transitional Services Agreement.

  • Manufacturing Technology Transfer With respect to each Technology Transfer Product, upon AbbVie’s written request after the Inclusion Date for the Included Target to which such Technology Transfer Product is Directed, Morphic shall effect a full transfer to AbbVie or its designee (which designee may be an Affiliate or a Third Party manufacturer) of all Morphic Know-How and Joint Know-How relating to the then-current process for the Manufacture of such Technology Transfer Product (the “Manufacturing Process”) and to implement the Manufacturing Process at facilities designated by AbbVie (such transfer and implementation, as more fully described in this Section 5.3, the “Manufacturing Technology Transfer”). To assist with the Manufacturing Technology Transfer, Morphic will make its personnel reasonably available to AbbVie during normal business hours for up to [***] FTE hours with respect to each Included Target (in each case, free of charge to AbbVie) to transfer and implement the Manufacturing Process under this Section 5.3. Thereafter, if requested by AbbVie, Morphic shall continue to perform such obligations; provided, that AbbVie will reimburse Morphic for its full-time equivalent (FTE) costs (for clarity, in excess of [***] FTE hours) and any reasonable and verifiable out-of-pocket costs incurred in providing such assistance. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

  • Joint Manufacturing Committee A joint manufacturing committee (the “Joint Manufacturing Committee” or “JMC”) will be established pursuant to the Supply Agreement. The roles and responsibilities of the JMC shall be as specified in the Supply Agreement.

  • Transition Agreement At Closing, Buyer and Seller shall execute the applicable Transition Agreements.

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