MASIMO Probes Sample Clauses

MASIMO Probes. LABS agrees that it will not modify Masimo’s SpO2 Sensors to be used with other than the MASIMO Boards, other boards designed by MASIMO for Xxxxx Xxxxx Monitoring or boards made by Labs under the licenses herein. LABS will purchase Sensors for Xxxxx Xxxxx Monitoring applications exclusively from MASIMO unless the measurements for Xxxxx Xxxxx Monitoring applications and Non-Xxxxx Xxxxx Monitoring are best integrated in one sensor, as determined by LABS in its sole discretion. In such case, LABS may design, develop and manufacture (including manufacturing according to any MASIMO design) integrated sensors and pay MASIMO a royalty of ten percent (10%) of LABS’ Xxxxx Xxxxx Monitoring Portion of the Net Selling Price of integrated sensors; provided, however, that LABS undertakes all regulatory, service and warranty obligations with respect to such sensors and that such sensors pass MASIMO’s validation and verification process such that the full capability of MASIMO SET is obtained. LABS will pay for such validation and verification services at MASIMO’s standard rates then in effect for third party OEM products. MASIMO SET will be enabled for these SpO2 Sensors or other sensors which include MASIMO Technology for Xxxxx Xxxxx Monitoring. The Xxxxx Xxxxx Monitoring Portion is the average selling price for the similar product that measures only Xxxxx Xxxxx Parameters. The differential is calculated base on the ASP on a region by region and product by product basis.
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MASIMO Probes. ZOLL agrees that the SpO(sub 2) Sensors are designed to be used with the MS-1 Board only, and that if ZOLL uses sensors by other manufacturers that the MS-1 Board may yield different results. MASIMO SET will be enabled for SpO(sub 2) Sensors only. ZOLL agrees to use its best efforts to provide that its customers not use SpO(sub 2) Sensors with non-MS-1 Boards. ZOLL agrees not to configure any non-MS-1 Boards in order for them to be used in connection with SpO(sub 2) Sensors and agrees not to promote or instruct others to so configure non-MS-1 Boards.
MASIMO Probes. LABS agrees that it will not design or modify SpO(sub 2) Sensors to be used with other than the MS Boards or other Boards designed by MASIMO for MASIMO Applications. LABS will purchase Sensors for MASIMO Applications from MASIMO unless the measurements for MASIMO Applications and Licensed Applications are best integrated in one sensor. In such case, LABS may manufacture integrated sensors and pay MASIMO a royalty of three percent (3%) of LABS' Net Selling price of integrated sensors. MASIMO SET will be enabled for SpO(sub 2). Sensors or other sensors which include MASIMO Applications measurement capability.
MASIMO Probes. ATOM agrees that the MS Boards are designed to be used with SpO(sub 2) Sensors only, and that if ATOM uses sensors by other manufacturers the MS Board may yield different results. Accordingly, MASIMO SET will be enabled for SpO(sub 2) Sensors only. ATOM agrees to use its best efforts to provide that its customers not use SpO(sub 2) Sensors with technology other than MS Boards in Licensed Devices. ATOM agrees not to configure or to instruct others how to configure any devices other than Licensed Devices to be used in connection with SpO(sub 2) Sensors.
MASIMO Probes. ICC agrees that the MS Boards are designed to be used --------------- with SpO2 Sensors only, and that if ICC uses sensors by other manufactures that the MS Board may yield different results. Accordingly, MASIMO SET will be enabled for SpO2 Sensors only. ICC agrees to use its best efforts to provide that its customers not use SpO2 Sensors with technology other than MS Boards in Licensed Devices. ICC agrees not to configure or to instruct others how to configure any devices other than Licensed Devices to be used in connection with SpO2 Sensors.

Related to MASIMO Probes

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  • Manufacturing and Marketing Rights The Company has not granted rights to manufacture, produce, assemble, license, market, or sell its products to any other person and is not bound by any agreement that affects the Company's exclusive right to develop, manufacture, assemble, distribute, market, or sell its products.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Product The term “

  • Manufacturing Intrexon shall have the option and, in the event it so elects, shall use Diligent Efforts, to perform any manufacturing activities in connection with the Aquaculture Program that relate to the Intrexon Materials, including through the use of a suitable Third Party contract manufacturer. To the extent that Intrexon so elects, Intrexon may request that AquaBounty and Intrexon establish and execute a separate manufacturing and supply agreement, which agreement will establish and govern the production, quality assurance, and regulatory activities associated with manufacture of Intrexon Materials. Except as provided in Section 4.1, any manufacturing undertaken by Intrexon pursuant to the preceding sentence shall be performed in exchange for cash payments equal to Intrexon’s Fully Loaded Cost in connection with such manufacturing, on terms to be negotiated by the Parties in good faith. In the event that Intrexon does not manufacture Intrexon Materials or bulk quantities of other components of AquaBounty Products, then Intrexon shall provide to AquaBounty or a contract manufacturer selected by AquaBounty and approved by Intrexon (such approval not to be unreasonably withheld) all Information Controlled by Intrexon that is (a) related to the manufacturing of such Intrexon Materials or bulk qualities of other components of AquaBounty Products for use in the Field and (b) reasonably necessary to enable AquaBounty or such contract manufacturer (as appropriate) for the sole purpose of manufacturing such Intrexon Materials or bulk quantities of other components of AquaBounty Products. The costs and expenses incurred by Intrexon in carrying out such transfer shall be borne by Intrexon. Any manufacturing Information transferred hereunder to AquaBounty or its contract manufacturer shall not be further transferred to any Third Party, including any Product Sublicensee, or any AquaBounty Affiliate without the prior written consent of Intrexon; provided, however, that Intrexon shall not unreasonably withhold such consent if necessary to permit AquaBounty to switch manufacturers.

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  • Licensed Product “Licensed Product” shall mean any article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights. For clarity, a “Licensed Product” shall not include other product or material that (a) is used in combination with Licensed Product, and (b) does not constitute an article, composition, apparatus, substance, chemical material, method, process or service whose manufacture, use, or sale is covered or claimed by a Valid Claim within the Patent Rights.

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