Continuing Technology Transfer. After the completion of the Initial Technology Transfer, during the Term but subject to Section 2.6.3 (Tempus Withdrawal from KK), and upon the cadence set forth in the following sentence, Tempus will make available and/or transfer to KK electronic copies of any additional documents, data, software, manuals, instructions, specifications, documentation, or other Tempus Know-How (including updates, derivatives, improvements, and enhancements to, related to, or based on any Tempus Know-How previously transferred to KK), in each case, in its possession and included within the Tempus Know-How that have not been previously transferred to KK (the “Continuing Technology Transfer,” and together with the Initial Technology Transfer and all Continuing Technology Transfers, the “Technology Transfer”). Tempus will perform the Continuing Technology Transfer no more frequently than once every [***] following in the Initial Technology Transfer unless otherwise mutually agreed, provided that, Tempus will make available and/or transfer to KK (a) any new and critical versions (including material bug fixes and security hotfixes), upgrades, or other material updates to software already provided within the Tempus Technology that are necessary to the operation of such software promptly given the circumstances (which shall be no less frequently than once each Calendar Quarter following the Initial Technology Transfer or, if more frequently, then as such versions, upgrades, or updates are first rolled out within the Tempus Territory) and (b) promptly upon KK’s reasonable request, electronic copies of any Tempus Technology (including any upgrades or updates to software already provided within Tempus Technology) that is specifically requested, required by or otherwise essential for a KK customer in order to avoid negatively impacting such KK customer.
Continuing Technology Transfer. Throughout the Term of this Agreement following the completion of the Initial Technology Transfer, Xxxxx shall subject to the following sentence, promptly transfer to Everest copies of the tangible embodiments of any Know-How (other than Manufacturing Know-How) included within the Licensed IP and the Onyx Know-How that comes into Xxxxx or its Affiliates’ Control and that was not previously transferred to Everest (the “Continuing Technology Transfer”) to enable Everest to exercise its rights under this Agreement. Subject to Section 2.5.5 (By Xxxxx), unless otherwise agreed by the Parties, Xxxxx shall complete each Continuing Technology Transfer no more frequently than twice per Calendar Year.
Continuing Technology Transfer. During the Term and after the completion of the Initial Technology Transfer, [***] Licensor will transfer to EQRx any additional [***] included in the Licensor Licensed Technology, [***] (the “Continuing Technology Transfer,” and together with the Initial Technology Transfer and the Manufacturing Technology Transfer, the “Technology Transfer”).
Continuing Technology Transfer. Following the completion of the Technology Transfer and during the Agreement Term, at the request of Roche, MRT shall, as reasonably necessary, (a) make available to Roche qualified MRT’s personnel having the necessary skill, expertise and experience who are then currently employed or otherwise engaged by MRT (or its Affiliates) to provide scientific and technical explanations and advise Roche on MRT Know-How, MRT Patent Rights, Compound Know-How, and Compound Patent Rights, and (b) MRT shall provide Roche with additional cooperation, information, assistance or services during such period as may be reasonably necessary to enable Roche to conduct the research, Development and Manufacture of the applicable Compounds and Products in the Territory. Such support shall be at mutually convenient times and may include teleconferences, email or face-to-face meetings. On a Target Program-by-Target Program basis, MRT shall provide the support set forth in this Section 2.4.2 [***] during the Research Collaboration Term for such Target Program [***] following completion of the Technology Transfer, and such completion is confirmed by the JRC. [***].
Continuing Technology Transfer. [*], HFB will promptly notify FibroGen of and transfer to FibroGen or, at FibroGen’s direction, to a FibroGen CMO (if applicable to the Manufacture of Licensed Products) any additional documents, data or other Licensed Know-How, in each case, that is in HFB’s possession or Control and has not been previously transferred to FibroGen or a FibroGen CMO and is necessary or reasonably useful to Exploit and Manufacture Licensed Compounds and Licensed Products for such Licensed Program (the “Continuing Technology Transfer,” and together with the Initial Technology Transfer, the “Technology Transfer”). Notwithstanding anything to the contrary in this Section 2.7(b), [*] HFB will provide to FibroGen or its designee any documents, data or other Licensed Know-How, in each case, that is in HFB’s possession or Control and has not been previously transferred to FibroGen and [*].
Continuing Technology Transfer. After the completion of the Initial Technology Transfer, and, with respect to each Collaboration Target, [***], each Party shall: (a) notify the other Party in the event it learns of the existence of any Sanofi Licensed Know-How, Sanofi Investigational Compound Licensed Know-How, IGM Licensed Know-How, IGM Investigational Compound Licensed Know-How, Sanofi Licensed Material, Sanofi Investigational Compound Licensed Materials, IGM Licensed Material or IGM Investigational Compound Licensed Materials, as applicable, that (i) [***] (ii) [***] (collectively, the “Additional Information”), and (b) [***] (such transfer of Additional Information, the “Continuing Technology Transfer”, together with the Initial Technology Transfer, the “Technology Transfer”). Each Party may request, upon written notice to the other Party, the transfer of any Additional Information that was not transferred to such Party as part of the Technology Transfer and that such Party reasonably believes should have been transferred under the terms of this Agreement.
Continuing Technology Transfer. Following the Initial Technology Transfer for the Licensed Compounds and Licensed Products, Fulcrum will provide to the JSC in advance of the last JSC meeting for each Calendar Quarter a summary of any additional Fulcrum Know-How and Fulcrum Materials developed by Fulcrum or its Affiliates since the previous quarterly disclosure. Upon Sanofi’s reasonable request during the Term, Fulcrum will make available to Sanofi all such Fulcrum Know-How and Fulcrum Materials in Fulcrum’s possession and not previously provided to Sanofi hereunder (the “Continuing Technology Transfer,” and together with the Initial Technology Transfer, the “Technology Transfer”).
