Approval of Subcontracting. LONZA shall not subcontract or otherwise delegate all or any portion of its obligations under this Agreement without PROTEON’s prior written approval. Notwithstanding the foregoing, LONZA may subcontract certain non-essential or routine tasks without PROTEON’s consent (e.g., janitorial services, electrical upgrades, etc.). Any work relevant to the Project Plan subcontracted or delegated to a Third Party in accordance with this Section shall be invoiced to PROTEON by LONZA at cost.
Approval of Subcontracting. Hospira shall not subcontract or otherwise delegate to any Third Party any portion of its obligations under this Agreement without Theravance’s prior written approval; provided, however, that the foregoing restriction on subcontracting shall not prohibit Hospira from subcontracting non-essential or routine tasks involving the Facility generally, such as janitorial services or other general infrastructure maintenance or upgrades.
Approval of Subcontracting. CPL shall not have the right to subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement without Helix's prior written approval. Notwithstanding the foregoing, CPL may propose certain pre-defined, non-essential or routine tasks that CPL desires to subcontract out, and Helix will review and reasonably approve CPL to subcontract any or all of such tasks to the Subcontractors of CPL's choosing. To the extent such approvals are granted, CPL shall
(i) fully qualify each such Subcontractor, and Helix shall have the right to participate in such qualification process;
(ii) ensure that all such qualified Subcontractors comply with the provisions of this Agreement, including, but not limited to, the confidentiality provisions; and
(iii) be responsible for each such Subcontractors performance hereunder (including, without limitation, any breach of this Agreement by such Subcontractor), as if CPL were itself performing such activities.
Approval of Subcontracting. BioVectra shall not have the right to subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement without Helix's prior written approval. Notwithstanding the foregoing, BioVectra may propose certain pre-defined, non-essential or routine tasks that BioVectra desires to subcontract out, and Helix will review and reasonably approve BioVectra to subcontract any or all of such tasks to the Subcontractors of BioVectra's choosing. To the extent such approvals are granted, BioVectra shall
(a) fully qualify each such Subcontractor, and Helix shall have the right to participate in such qualification process;
(b) ensure that all such qualified Subcontractors comply with the provisions of this Agreement, including, but not limited to, the confidentiality provisions; and
(c) be responsible for each such Subcontractors performance hereunder (including, without limitation, any breach of this Agreement by such Subcontractor), as if BioVectra were itself performing such activities.
Approval of Subcontracting. CBSB shall not have the right to subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement without Tercica’s prior written approval. Notwithstanding the foregoing, CBSB may propose certain pre-defined, non-essential or routine tasks that CBSB desires to subcontract out, and Tercica will review and reasonably approve CBSB to subcontract any or all of such tasks to the Subcontractor(s) of CBSB’s choosing. To the extent such approvals are granted, CBSB shall (i) fully qualify each such Subcontractor, and Tercica shall have the right to participate in such qualification process; (ii) ensure that all such qualified Subcontractors comply with the provisions of this Agreement; and (iii) be responsible for each such Subcontractor’s performance hereunder (including, without limitation, any breach of this Agreement by such Subcontractor), as if CBSB were itself performing such activities.
Approval of Subcontracting. Client’s prior written approval shall be required to permit Paragon to subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement with respect to Client’s Projects or Designated Equipment. Subcontractors that would perform contract testing or cell bank manufacture must be “Qualified Subcontractor” as defined in Article 1.
Approval of Subcontracting. STA shall not subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement without FibroGen’s prior written approval. STA shall ensure that all STA Hong Kong and Shanghai STA Affiliates, and all Third Party authorized Subcontractors shall have entered into agreements with STA to enable STA to comply with all obligations hereunder relating to performance of Manufacturing Services hereunder, including without limitation, obligations relating to FibroGen Confidential Information, FibroGen Intellectual Property and/or Project Intellectual Property. STA agrees that it shall be jointly and severally liable with any such Third Party subcontractor or Affiliate of STA Hong Kong and Shanghai STA, for their non-performance, non-conformance, violation, or breach of this Agreement (including any Binding Forecast or Stockpile Order or Quality Agreement).
Approval of Subcontracting. Except as contemplated by this Agreement, SPL shall not have the right to subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement without Cantex's prior written consent, which shall not be unreasonably withheld; provided, however, that SPL may subcontract testing and analytical services only to (a) its Affiliates located in North America and (b) Third Parties located in North America, in each case without the consent of, but with prior notice to Cantex and provided further that such Affiliates have agreed in writing to Cantex to be bound by the exclusivity and confidentiality requirements set forth in this Agreement and Third Parties have agreed to be bound by the confidentiality and intellectual property ownership requirements of this Agreement. To the extent that use of a subcontractor is permitted under this Section 4.5, SPL shall (i) fully qualify each such subcontractor and (ii) ensure that all such approved subcontractors comply with the provisions of this Agreement to the extent applicable thereto. Notwithstanding SPL's use of a subcontractor, subject to the limitations on liability set forth in this Agreement, SPL shall remain primarily responsible and liable to Cantex with respect to each subcontractor's breach of its confidentiality obligations concerning Cantex Confidential Information or failure to perform its obligations in a manner consistent with the terms of this Agreement.
Approval of Subcontracting. Avecia shall not have the right to subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement without Genta's prior written approval. To the extent such approval is granted, Avecia shall (i) fully qualify each such subcontractor, and Genta (and, upon Genta's request, the Principal Genta Partner) shall have the right to participate in and approve such qualification process; (ii) ensure that all such approved subcontractors comply with the provisions of this Agreement to the extent applicable thereto; and (iii) be responsible for each such subcontractor's performance hereunder (including, without limitation, any breach of this Agreement by such subcontractor), as if Avecia were itself performing such activities.
Approval of Subcontracting. Other than the supply arrangements with respect to the API and the Materials pursuant to Article 3 below, GXXX may not subcontract, sublicense or otherwise delegate all or any portion of its obligations under this Agreement, without SAVARA’s prior written approval.