By SuperGen Sample Clauses

By SuperGen. SuperGen hereby represents and warrants to MGI as follows:
Sample 1
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By SuperGen. SUPERGEN agrees that it will require any purchaser of all or substantially all of the business or assets of SUPERGEN or Eurogen related to the Product (but with respect to Eurogen, including a purchaser of greater than 50% of its equity entitled to vote in the election of directors (whether by merger, stock sale or otherwise) to agree to the following non-compete. Such purchaser shall agree in writing that neither such purchaser, nor any other party acting under license from such purchaser, will market and sell Competing Products in the United States, Canada and Mexico. Such non-compete shall terminate upon the earlier of (i) four (4) years after the Effective Date; or (ii) on a country by country basis, the first sale in the United States, Canada or Mexico of another product containing Nipent – Pentostatin; or (iii) any Change of Control (as defined in the Purchase Agreement), or other sale of all or substantially all of the business or assets, of SUPERGEN (whether by asset sale, merger, stock sale or otherwise), whether occurring prior to or after the sale by either or both of SuperGen or Eurogen of its business related to the Product. Such writing shall provide that MAYNE is a third party beneficiary of, with the power to enforce, such non-compete. Notwithstanding anything to the contrary, in the event that SuperGen or Eurogen sells all or substantially all of its business or assets related to the Product that it owns as of the Effective Date, no subsequent purchaser of any business or assets of SuperGen or Eurogen, as the case may be, shall be required to agree to any non-compete as a result of this Section.
Sample 1
By SuperGen. With the exception of the documentation required to be made or kept by Xxxxxx pursuant to Section 11.1, SuperGen shall maintain such documentation relating to the manufacture, sale and distribution of any final drug or pharmaceutical incorporating the Deliverables as is required by all applicable rules, laws and regulations.
Sample 1
By SuperGen. SuperGen represents and warrants to Inflazyme that:
Sample 1

Related to By SuperGen

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  • Development Plans 4.3.1 For each Licensed Indication and corresponding Licensed Product in the Field, Licensee will prepare and deliver to Licensor a development plan and budget (each a “Development Plan”). The initial Development Plans for each Licensed Indication will be delivered within […***…] after the Grant Date for such Licensed Indication.

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  • Marketing Plan The MCP shall submit an annual marketing plan to ODM that includes all planned activities for promoting membership in or increasing awareness of the MCP. The marketing plan submission shall include an attestation by the MCP that the plan is accurate is not intended to mislead, confuse or defraud the eligible individuals or ODM.

  • 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.

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  • 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.

  • 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.

  • Project Plan Development of Project Plan Upon the Authorized User’s request, the Contractor must develop a Project Plan. This Project Plan may include Implementation personnel, installation timeframes, escalation procedures and an acceptance plan as appropriate for the Services requested. Specific requirements of the plan will be defined in the RFQ. In response to the RFQ, the Contractor must agree to furnish all labor and supervision necessary to successfully perform Services procured from this Lot. Project Plan Document The Contractor will provide to the Authorized User, a Project Plan that may contain the following items: • Name of the Project Manager, Contact Phone Numbers and E-Mail Address; • Names of the Project Team Members, Contact Phone Numbers and E-Mail Address; • A list of Implementation milestones based on the Authorized User’s desired installation date; • A list of responsibilities of the Authorized User during system Implementation; • A list of designated Contractor Authorized Personnel; • Escalation procedures including management personnel contact numbers; • Full and complete documentation of all Implementation work; • Samples of knowledge transfer documentation; and • When applicable, a list of all materials and supplies required to complete the Implementation described in the RFQ. Materials and Supplies Required to Complete Implementation In the event that there are items required to complete an Implementation, the Contractor may request the items be added to its Contract if the items meet the scope of the Contract. Negotiation of Final Project Plan If the Authorized User chooses to require a full Project Plan, the State further reserves the right for Authorized Users to negotiate the final Project Plan with the apparent RFQ awardee. Such negotiation must not substantively change the scope of the RFQ plan, but can alter timeframes or other incidental factors of the final Project Plan. The Authorized User will provide the Contractor a minimum of five (5) business days’ notice of the final negotiation date. The Authorized User reserves the right to move to the next responsible and responsive bidder if Contractor negotiations are unsuccessful.

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