Development of New Products. As used in this Agreement, the term "New Product" means any consumer product conceived, created, designed and developed by Popeil and Backus during the Term (as defined below), to the extent Popeil owns xxx xontrols the rights to such products, as well as the product designs, prototypes, tooling and a completed commercial or infomercial for such New Product. Subject to the terms and conditions of this Agreement, Popeil and Backus may, in their sole and absolute discretion, but shall in no exxxx xe obligated to, conceive, create, design and develop New Products during the Term. Notwithstanding anything to the contrary set forth in this Agreement, "New Products" shall not include any products or works (including without limitation, books, interviews, articles and other publications, motion pictures (including, without limitation, the motion picture tentatively entitled "Salesman of the Century"), television programs (including, without limitation, cooking shows on which Popeil appears and/or reality based or fictional productions, but not including home shopping or infomercial-type programs the principal purpose of which is to obtain and fulfill sales orders), videos, video games and gaming devices, CDs and DVDs) that are (i) autobiographical in nature, or (ii) derivative of or the result of any product or work described in (i) above, and/or (iii) derivative of or the result of any promotion by Popeil of himself (e.g., derivative of or the result of an appearance by Popeil on a talk show) (the products and/or works described in (i), (ii), and (iii) above are hereinafter collectively referred to as "Exempted Works"). Popeil shall have the exclusive right, in his sole and absolute discretion, to conceive, create, design, develop, market, promote (including, without limitation, through personal appearances) and/or sell Exempted Works, and Popeil shall have no duty of any kind or nature to notify Company, to account to Company or to pay Company any sums or other consideration with respect to Exempted Works or with respect to services he may render in connection with Exempted Works.
Development of New Products. The Company agrees to work with the Union on the development of new and existing products for the Interior Parts and Interior Trim Lines within the Blenheim Facility. The Blenheim facility is fortunate to have development staff within our Plant to plan and develop new products. As these products are developed we need to rely on Process and Development staff to refine and perfect production methods to ensure we develop the best parts possible for future production. This will require Process and Development staff to carry out small scale production duties. The Company understands and acknowledges that as these parts and programs increase in volume we will engage our Production Teammates to produce these parts. The Company will work with the Union to communicate volumes on programs and parts to ensure we are consistent with this letter. The Union understands that the Corporate Development staff within our facility does also work to develop parts and programs that are not part of future production plan for the Blenheim facility. These programs will be developed by Process and Development staff. Xxxx Xxxxxxxxxx Human Resources Manager LETTER OF UNDERSTANDING #5 To: Plant Chairperson RE: EFAP (Employee Family Assistance Program) During our 2016 negotiations the Company and Union discussed at length the issues of potential substance abuse in our facility and the resulting effect on our people, their families, their fellow employee, the productivity of our plant and the resulting negative impact, a wide range of personal problems that may have an adverse effect on an employee’s abilities and performance. These problems may include physical illness, mental or emotional stress, marital or family problems, substance abuse, legal, debt or other life-related problems. These problems affect the operations at the plant and the daily lives or our employees, co-workers and their families. The Company recognizes the importance of a continuous co-operative effort between management, Union representatives and our employees in this regard. The Company agreed to work with Unifor to recognize an EFAP Representative, appointed by the union after consultation with the Human Resource Manager. This individual would have specific knowledge and training in dealing with the employee or immediate family members as defined in our benefit policy who suffer from substance abuse. The parties understand that information obtained by this representative must be treated in a confidential manner...
Development of New Products. 8.1 R&D Services
Development of New Products. For each Product other than SB-525, the JCRC shall prepare a new Development Plan to include the Development work for such Product and submit such new Development Plan to the JSC for review and approval; provided that no Development work may be assigned to Sangamo under the new Development Plan without Sangamo’s written consent.
Development of New Products. If, during the term of this Agreement, SUPPLIER develops any new modifications or evolutions to the Products or other products that are similar to and would be competitive with the Products, SUPPLIER shall present such new product idea to STRYKER in writing, unless such new product is a proprietary product and SUPPLIER has an obligation, pursuant to written agreement with a third party, to develop the product exclusively for that third party (“New Product”). In the event of the development of a New Product, STRYKER shall have an exclusive right of first negotiation to distribute such New Product. STRYKER shall have forty-five (45) days from receiving its receipt of written notification from SUPPLIER of a New Product to notify SUPPLIER of its election to participate in the commercialization of such New Product (the “Evaluation Period”). If STRYKER provides such notice of election to participate, the Parties shall proceed expeditiously to negotiate the terms of an agreement for such New Product and SUPPLIER shall not negotiate with any third party for the distribution of such New Product for a period of ninety (90) days following the receipt of STRYKER’s notice.
Development of New Products. ICU agrees to make future LAVS --------------------------- available to BBM on an exclusive basis in accounts in which BBM has exclusivity on the CLAVE Products on terms competitive with those provided to any other Reseller of such products and all other products on terms to be negotiated by the parties. BBM shall have the right to refuse any such products. If BBM accepts a product for qualification, ICU will promptly furnish BBM with a complete qualification package. BBM will evaluate and qualify the products within three months of receipt of the complete qualification package. Until such time as BBM and ICU complete an agreement under which BBM would purchase and ICU would sell any such LAV or other products, ICU may sell, or grant to Resellers rights to sell LAV or other product to, any account, including BBM Contract Accounts and BBM Alternate Site Contract Accounts.
Development of New Products. The development of new products at K-Tron (Switzerland) Ltd. shall be intensified. Patents issued or acquired in this connection shall remain with K-Tron (Switzerland) Ltd., and remain so even after the termination of this forbearance agreement or Appendix 2 thereof. As long as any of the banks has an open credit against any company of the K-Tron Group, and/or if it does not agree with the transfer of patents by K-Tron (Switzerland) Ltd., these may not be transferred to K-Tron Investment Co. or K-Tron International, Inc., or any other physical person or legal entity.
Development of New Products. Within 30 days after the first sale by Buyer, Globalstar or any of their respective affiliates of the first commercial unit (which term shall not include any test units or experimental units) of each Newly-Developed Product (as defined below) during the period beginning on the Closing Date and expiring on the five-year anniversary of the Closing Date, Globalstar shall issue to Seller a number of fully paid and non-assessable shares of Globalstar Stock equal to the quotient of (A) Two Hundred Fifty Thousand U.S. Dollars ($250,000) divided by (B) the Adjusted Globalstar Stock Price (as defined and measured in accordance with Section 4(a)). Each such payment shall be deemed a credit against, and shall reduce Globalstar’s liability for, Globalstar’s obligations under Section 4(b)(ii) above for Newly Developed Products. For purposes hereof, (A) “Newly-Developed Product” means a new type of Simplex Data Communication Product (as defined below) that is produced by Buyer, Globalstar or any of their respective affiliates following the Closing (x) that is an extension, improvement, modification or evolution of a Simplex Data Communication Product currently manufactured by Seller, or (y) embodying Seller’s Intellectual Property, including, solely by way of example, the SPOT HUG, SPOT Communicator for Delorme and SPOT Communicator for Smart Phones that Globalstar currently contemplates developing after the Closing; and (B) “Simplex Data Communication Product” means any device designed to transmit data one-way to the satellites that comprise a portion of Globalstar’s satellite-based communications network; provided, however, that “Simplex Data Communication Product” excludes (x) any other hardware or software sub-system necessary in order for Globalstar to provide its network services, including, but not limited to, satellites, gateway simplex appliqués, and wholesale and retail information systems, and (y) any product (such as a handset) that provides two-way communication, unless such two-way communication product embodies Seller’s Intellectual Property (in which case Seller will receive its Earnout Payment on such Newly-Developed Product based on the proportion that Seller’s Intellectual Property bears to the total intellectual property embodied in such two-way communication product (as determined by Globalstar in good faith), with the basis for such Earnout Payment calculation being that proportion multiplied by the full amount otherwise payable as described in Sec...
Development of New Products. (a) During each Contract Year, Par shall have right to ask Nortec to start Development Work on up to three New Products selected by Par in Par's reasonable discretion. Par shall make a good faith effort to ask Nortec to start Development Work on at least one New Product each year during the first four Contract Years. Nortec agrees that it will develop such New Products for Par, up to a maximum of twelve New Products, and Nortec shall begin that Development Work on such New Products reasonably promptly after being requested to do so by Par. CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH SECURITIES AND EXCHANGE COMMISSION ASTERISKS DENOTE SUCH OMISSION
Development of New Products. 1. In the event that Buyer desires that Seller develop and produce additional and/or new nanoparticle products to be supplied pursuant to this Agreement, Buyer will prepare a business case for discussion with Seller, which business case may or may not include additional compensation to Seller (e.g. for development of the additional and/or new products, or in the form of future product margin, royalties, or any other form of payment). After delivery of such business case to Seller, the parties will confer in good faith as to whether Seller will develop and product such additional and/or new product; provided that Seller will have full discretion, acting reasonably, to determine whether to develop and product such additional and/or new products. In the event that Seller elects to develop and produce such additional and/or new products, this Agreement shall be amended by the parties to include such additional and/or new products.
