Contract Manufacturing Services Clause Samples
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Contract Manufacturing Services. During the OnQ Manufacturing Period, Aerogen shall provide to MIA and MIA agrees to accept from Aerogen contract manufacturing services for the manufacture of MIA’s requirements of OnQ Aerosol Generators (subject to the forecasts in Exhibit F) at the OnQ Aerosol Generator Manufacturing Facility using the Equipment (the “Services”). In connection with the Services, Aerogen shall: (i) provide and supervise appropriately trained personnel resources necessary to manufacture MIA’s requirements of OnQ Aerosol Generators (but not to exceed that number of manufacturing personnel employed by Aerogen as of the Effective Date in conducting its manufacture of OnQ Aerosol Generators at the OnQ Aerosol Generator Manufacturing Facility at its location as of the Effective Date unless additional personnel are necessary to satisfy MIA’s requirements for quantities of OnQ Aerosol Generators set forth in the forecasts and purchase orders provided by MIA in accordance with Sections 4.1 and 4.2); and (ii) maintain the Equipment at the OnQ Aerosol Generator Manufacturing Facility in good working condition; and (iii) if applicable, transfer manufacturing activities, including moving all Equipment, to the new location for the OnQ Aerosol Generator Manufacturing Facility, if such location is agreed to and secured by the Parties pursuant to Section 3.9. The methods, details and means of performing such services will be determined by Aerogen in its reasonable discretion. In connection with the Services, Aerogen will be solely responsible for all monthly expenses associated with the current OnQ Aerosol Generator Manufacturing Facility, including without limitation, all rents, taxes, equipment maintenance, payroll and employee benefit and insurance expenses, utilities, and phone charges. In the event of commencement of bankruptcy proceedings against Aerogen, MIA’s right to access and use the Equipment, and to manufacture the OnQ Aerosol Generator shall not be limited, prohibited, or encumbered by Aerogen. The terms and conditions of Article 4 shall apply to the order, purchase and delivery of OnQ Aerosol Generators manufactured by Aerogen pursuant to the Services. OnQ Aerosol Generators manufactured by Aerogen in the course of providing the Services shall meet the OnQ Aerosol Generator Specifications set forth in Exhibit A and shall be subject to the warranty set forth in Section 9.4.
Contract Manufacturing Services. 2.1 Zicon shall provide Voltaire the Contract Manufacturing Services for any Product, as determined by Voltaire from time to time. Zicon shall not subcontract the Contract Manufacturing Services or any part thereof to any third party without Voltaire's prior consent in writing.
2.2 Zicon shall assign a Customer Support Manager that shall be responsible of managing Voltaire’s Contract Manufacturing Services and shall be the contact person for Voltaire.
2.3 During the terms of this Agreement, Zicon shall allow Voltaire representatives and employees to work on Zicon’s manufacturing site for self conducting some final testing for the Products and/or for any other purpose related to the Contract Manufacturing Services as to be determined by Voltaire. Zicon shall allocate exclusively to Voltaire a reasonable space and other agreed upon resources that are useful in the manufacturing of the Products. Voltaire shall be entitled to reject Products as a result of such tests or to ask that changes will be made to any production process (through proper ECO).
2.4 Zicon’s sole compensation for al its undertaking and services provided under this Agreement shall be incorporated in the Purchase Order Price. Zicon shall not be entitled to any other compensation, and Voltaire has no obligation to any compensation except for the payments for delivered Product Units or any other services as agreed by the parties and covered by a PO of Voltaire .
2.5 Zicon shall assign to the manufacture of each Product personnel in such number and skills adequate to meet its obligations hereunder. Such personnel shall be adequately trained and qualified for the job, including regarding the use of all applicable manufacturing and test equipment (including the Equipment) in accordance with the Specifications and Procedures and all relevant industry standards.
Contract Manufacturing Services. 4.1 Manufacturing Obligation: Pursuant to the terms and conditions of this Agreement, OSGP shall manufacture, package, distribute, and ship to P&G, and P&G shall purchase and receive from OSGP, packaged finished goods, sample packs, semi-finished goods, and Materials of the Products. OSGP is responsible for Contract Manufacturing Services in the production and distribution of such Products. OSGP’s obligation to supply Contract Manufacturing Services shall include the obligation to use necessary efforts (including, but not limited to, working extra hours, shifts, or days) to supply, in any three (3) month period, Products ordered by P&G up to [*****] of volume on a Unit basis of P&G’s most recent forecast submitted for such three (3) month period pursuant to Article 5.2, unless mutually agreed to plans documented in SLEA’s for a specific Product(s) or Unit(s) dictate a higher percentage number is appropriate for these Product(s) or Unit(s). All costs for such necessary effort will be at OSGP’s expense. OSGP shall use its reasonable commercial efforts to satisfy orders for Product quantities in any three (3) month period in excess of [*****] of volume on a Unit basis of P&G’s most recent forecast submitted for such three (3) month period pursuant to Article 5.2, unless mutually agreed to plans documented in SLEA’s for a specific Product(s) or Unit(s) dictate a higher or lower percentage number is appropriate for these Product(s) or Unit(s).
4.2 Manufacturing Standards And Warranties:
(a) OSGP hereby represents and warrants to P&G that the Products shall, at the time of delivery to P&G for release consideration, have been manufactured to meet Release Specifications in accordance with cGMP’s applicable to the Products and prevailing in the applicable Territory at the time of shipment for medicinal products for human use in the Territory, and shall not be adulterated or misbranded within the meaning of the Specifications and cGMP’s, which include the prevention of cross contamination by such classes of products or materials as biologics (which contain live organisms), cytotoxins, and other highly active or sensitizing materials; and shall be of merchantable quality suitable for P&G’s use; provided, however, that OSGP shall not be liable for misbranding with respect to any Product labeling or package insert text provided or used by P&G if such Product meets the Specifications. In the event of a dispute between the parties as to whether Product meets the Release ...
Contract Manufacturing Services. Micrus International hereby engages Micrus US to perform Contract Manufacturing Services relating to the Products; and Micrus US hereby agrees to provide Contract Manufacturing Services to Micrus International:
Contract Manufacturing Services