Contract Manufacturing Sample Clauses

Contract Manufacturing. Notwithstanding anything to the contrary herein, each party agrees that, in exercising its “Have-Made” rights (by Lumentum, pursuant to Section 3.2, or by JDSU, pursuant to Section 4.2), each party may only disclose Trade Secrets or Industrial Designs licensed from the other party in Articles III and Article IV of this Agreement if it has executed a written confidentiality agreement with the Third Party contract manufacturer with appropriate, industry standard terms, and in all cases containing terms and conditions pertaining to the protection of proprietary and confidential information no less restrictive than those set forth in Section 7.1.

Contract Manufacturing. Notwithstanding anything to the contrary herein, each Party agrees that, in exercising its “Have-Made” rights (by Kenvue, pursuant to Section 3.02, or by J&J, pursuant to Section 4.02), each Party and the members of its Group may only disclose Know-How licensed from the other Party or a member of its Group in Article III or Article IV to the extent expressly permitted by this Agreement and as reasonably necessary to exercise such rights, and then only if it has executed a written confidentiality agreement with the applicable third-party contract manufacturer with appropriate, industry-standard terms, and in all cases containing terms and conditions pertaining to the protection of proprietary and confidential information no less restrictive than those set forth in this Article VI and Section 7.09 (Confidential Information) of the Separation Agreement.

Contract Manufacturing. Notwithstanding anything to the contrary herein, each Party agrees that, in exercising its “Have-Made” rights (by Conduent, pursuant to Section 3.02, or by Xerox, pursuant to Section 4.02), each Party and the members of its Group may only disclose Trade Secrets licensed from the other Party or a member of its Group in Article III and Article IV to the extent expressly permitted by this Agreement, and then only if it has executed a written confidentiality agreement with the third party contract manufacturer with appropriate, industry standard terms, and in all cases containing terms and conditions pertaining to the protection of proprietary and confidential information no less restrictive than those set forth in this Article VI and Section 7.09 of the Separation Agreement.

Contract Manufacturing. Subject to Section 5.01, the business, operations and activities conducted at any time prior to the Effective Time by either Party or any of its Subsidiaries of manufacturing for any Third Party products at the manufacturing plants listed on Schedule 1.01(b); and

Contract Manufacturing. Subject to Article 6, Fuso may have Collaboration Products made by a third party contract manufacturer ("Contract Manufacturer") that will sell the Collaboration Products produced by it only to Fuso, its Affiliates or permitted Sublicensees; provided that (i) such Contract Manufacturers agree in writing to be bound by the confidentiality obligations set forth in Article 9 hereof as if they were a party to this Agreement, (ii) Fuso shall notify the name and financial strength of each Contract Manufacturer to GenVec prior to the commencement of the contract manufacturing, and (iii) Fuso shall remain responsible to GenVec for any failure by Contract Manufacturers to conform to such obligation.

Contract Manufacturing. If Fuso has Collaboration Products manufactured by a Contract Manufacturer pursuant to Section 6.1 above, it will require that such Contract Manufacturer sell the Collaboration Products produced by it only to Fuso, its Affiliates or permitted Sublicensees. In addition, (i) such Contract Manufacturers shall agree in writing to be bound by the confidentiality obligations set forth in Article 9 hereof as if they were a party to this Agreement, (ii) Fuso shall notify the name and financial strength of each Contract Manufacturer to GenVec prior to the commencement of the contract manufacturing, and (iii) Fuso shall remain responsible to GenVec for any failure by Contract Manufacturers to conform to such obligation.

Contract Manufacturing. Notwithstanding anything to the contrary herein, each Party agrees that, in exercising its "Have-Made" rights (by Verigy IP Sub, pursuant to Section 3.2, or by Agilent, pursuant to Section 4.2), each Party may only disclose Trade Secrets or Industrial Designs licensed from the other Party in Articles III and IV above if it has executed a written confidentiality agreement with the Third Party contract manufacturer with appropriate, industry standard terms, and in all cases containing terms and conditions pertaining to the protection of proprietary and confidential information no less restrictive than those set forth in Article VII of the Master Separation and Distribution Agreement.

Contract Manufacturing. (a) If Flextronics' current structural arrangements either: (i) include a principal/agent formed in Labuan, Mauritius, or Hungary to perform contract manufacturing at any Facility; or (ii) separate the ownership of the Facility and its operations and employees from the ownership of the underlying manufacturing assets, Products, Components, or work-in-progress inventory, then Flextronics shall not include in the applicable UMCs, or otherwise invoice Purchasers for, and will indemnify Purchasers for, any non-incidental incremental cost (including all Tax and duty costs) that would not have been incurred but for the use by Flextronics of such arrangement. (b) Xerox agrees to discuss the possibility of implementing: (i) a principal/agent or other similar arrangement to perform contract manufacturing at any Facility; or (ii) separation of the ownership of the Facility and its operations and employees from the ownership of the underlying manufacturing assets, Products, Components, or work-in-progress inventory in selected jurisdictions, and Xerox agrees to allow Flextronics, provided that the parties mutually agree, to implement said (b)(i) or (b)(ii). Notwithstanding the above, Flextronics shall have the right, in Flextronics' sole discretion, to implement the structures in (b)(i) or (b)(ii), provided: (A) that any such implementation does not impose a non-incidental incremental cost (including all Tax and duty costs) on, or a material risk that any significant non-incidental incremental costs (including all Tax and duty costs) may be incurred by, Purchasers; and (B) that Flextronics agrees in writing to bear such non-incidental incremental costs (including all Tax and duty costs), if any.

Contract Manufacturing. Should Licensee desire to disclose Technical Information to a third party to have such third party manufacture Licensed Products for Licensee, then such third party manufacturer shall agree to and be bound by an appropriate written confidentiality agreement prior to receipt of the Technical Information and on terms as least as strict as those provided in this Agreement. Licensor shall be notified in writing of such planned disclosure of its Technical Information to a third party manufacturer at least fifteen (15) days in advance of such planned disclosure of its Technical Information so that it has an opportunity to object to the third party’s receipt and use of the Technical Information. If Licensor objects to such planned disclosure, then the Licensee shall not disclose the Technical Information to the third party manufacturer. Licensee shall continue to be responsible for insuring compliance of its obligations of confidentiality, including the obligations of any third party manufacturer.