Transfer of Product. Seller shall ensure that all Product is transferred to Buyer in accordance with the terms of the Transaction, for Buyer’s sole benefit. Delivery shall occur when the transfer of the Product into Buyer’s Holding Account is complete in accordance with the Cap-and-Trade Regulations, at which time title to the Product will transfer from Seller to Buyer. Without limiting Seller’s obligations under Section 3.1, each Party will provide to the other any reasonably requested information or documentation required to implement Delivery, cooperate to cause Delivery to occur, and comply with any and all applicable procedures and requirements of Law relating to the recording and transfer of the Product.
Transfer of Product. (a) By Delivering a Product to Buyer and payment for such Product by Buyer, Seller transfers any and all, and the exclusive, right to use that Product in the California Renewables Portfolio Standard and for compliance under any other applicable environmental Law or regulatory requirement, as well as any and all Product Reporting Rights. Transfer of and payment for the Product does not transfer eligibility for, rights to, or ownership of production tax credits or other direct third-party subsidies for generation of electricity by the Eligible Renewable Energy Resource. Except as expressly excluded in this preceding sentence, Delivery to and payment for a Product by Buyer grants the Buyer the right, exclusive to the full extent applicable, to verify, certify, and otherwise take advantage of the rights, claims and ownership in the Product.
Transfer of Product. 5.1 The Customer may permanently transfer the Product in its entirety to another owner, subject to the following provisions:
Transfer of Product. Subject to Section 2.1, SutroVax may transfer Products to SutroVax CMOs selected by SutroVax and that are reasonably acceptable to Sutro (the acceptance of which by Sutro not to be unreasonably withheld, conditioned or delayed) or previously approved by Sutro.
Transfer of Product. 4.1 Subject to its covenant to conduct business relating to the Licensed Product in the ordinary course pursuant to the terms of Section 5.3 hereof, prior to the Transfer Date Abbott shall be responsible for all sales, marketing and distribution activities relating to the Licensed Product (including risk of loss), and all accruable expenses incurred and sales revenue earned prior to the Transfer Date shall be allocated to Abbott. On and after the Transfer Date, Cephalon shall be responsible for all sales, marketing and distribution activities relating to the Licensed Product (including risk of loss), and all accruable expenses incurred and sales revenue earned on or after the Transfer Date shall be allocated to Cephalon. Notwithstanding the above, Abbott also shall be entitled to sell and distribute that quantity of Licensed Product necessary to satisfy only those purchase orders for Licensed Product received electronically or in writing by Abbott prior to the Transfer Date; with respect to any purchase orders received by Abbott on or after the Transfer Date, Abbott shall refer those customers placing such orders to Cephalon. For purposes of clarification, except as otherwise provided herein, Cephalon shall assume all legal and financial responsibility for the Licensed Product in the Territory as of the Transfer Date, including billing, shipping, invoicing, customer and professional services, returns and rebates, and all other operational and financial activities related to the Licensed Product. In order to facilitate the assumption by Cephalon of all such activities as of the Transfer Date, and the proper resolution by Abbott of any matters related to sales occurring prior to the Transfer Date, **Certain portions of this exhibit have been omitted based upon a request for confidential treatment that has been filed with the Commission. The omitted portions have been filed separately with the Commission. the parties agree to promptly refer to the other party any and all misdirected inquiries, payments and requests received after said Transfer Date.
Transfer of Product. Solely during the period in which Buyer is required to make any royalty payments to Seller pursuant to Section 3.06(a) of this Agreement, neither Buyer nor any of its Affiliates shall effect any Product Sale to any Person that is not an Affiliate unless all of the following requirements are satisfied: (i) such Person in such Product Sale expressly agrees in writing to be bound by the obligations of Buyer with respect to the payment of royalties under Section 3.06 and Section 3.07 of this Agreement and (ii) prior to or simultaneously with the consummation of such Product Sale, (A) Buyer provides written notice to Seller of such Product Sale and (B) Buyer pays or causes to be paid to Seller all royalty payments that have become due and payable under this Agreement prior to such consummation of such Product Sale.
Transfer of Product. Manufacturing Process: BI Pharma agrees to assist in the transfer of the manufacturing process for the Product subject to the provisions to be negotiated in the Definitive Agreement and or definitive [ * ] supply agreement described above. [ * ] = 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. Process Development and Clinical Supply Agreement, BI Pharma/FibroGen AMENDMENT TO AUTHORIZATION TO PROCEED This Amendment No.1 to the Authorization to Proceed dated July 12, 2006 (the “Agreement”), by and between Boehringer Ingelheim Pharma GmbH & Co. KG, and FibroGen, Inc. and its subsidiaries (collectively, the “Parties”) shall be effective September 14, 2006. The Parties, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, agree as follows:
Transfer of Product. In the event that PURCHASER engages in a transaction (e.g., sale of commercialization rights for the Products or transfer of marketing rights for the Products) with a third party that causes transactional data related to sales of the Products to be received by the third party during the term of this Agreement, the terms of such transaction shall include a requirement that the third party execute an agreement with HCS in substantially the form of this Agreement.
Transfer of Product. (1) Starting * Biochemie is willing to transfer to its facilities up to * different Products per calendar year and to implement the Process in an Analytical Phase and Pilot Phase for each specific Product as described in Clauses 5 and 6. Biochemie may refuse to transfer specific Products in the event
Transfer of Product. As of the Effective Date, Lilly hereby assigns, transfers, and conveys all of Lilly’s right, title, and interest in and to the Product Inventory, and within the Transition Period, will transfer possession of the Product Inventory to Cardiome on an “AS IS” basis. Once possession of the Product Inventory is transferred to Cardiome, subject to the indemnification obligations in this Agreement, Cardiome shall be solely responsible for all quality control, quality assurance, analytical assays (including, developmental, release, related substances, stability, toxicology, dosage form and end of study assays). After Lilly transfers possession of the Product Inventory to Cardiome, Cardiome shall have the sole responsibility for Product Inventory. Product Inventory shall only be used as set forth above in this Section 11.1. Lilly may retain an amount of Product Inventory sufficient for archival purposes.
