DEVELOPMENT PRODUCTS Sample Clauses

DEVELOPMENT PRODUCTS. 8.1 The parties recognize that various design change requests ("DCRs"), such as modifications, design changes, redesigns, and manufacturing process improvements may be made to Capstone Special Order PSRs during the term of this Agreement. A) DCRs not affecting the form, fit, function, or safety of Capstone Special Order PSRs and which DCRs do not involve or require increased technical risk, tooling changes, field retrofit, or more than 5% part cost increase ("Type 1 DCRs") may be requested by either party for, approval by the other party, which approval shall not be unreasonably withheld. If the non-requesting party approves such Type 1 DCR, the Capstone Special Order PSRs shall be modified as required to incorporate and implement such Type 1 DCR. B) DCRs relating to new, re-designed, or substantially modified PSRs or DCRs which involve or require increased technical risk, tooling changes, field retrofit, or more than 5% part cost increase, shall be referred to as "Type 2 DCRs". Type 2 DCRs initiated by Solar may be disclosed to Capstone at Solar's sole option and discretion for possible inclusion of Capstone Special Order PSRs incorporating and implementing such Type 2 DCRs under the terms of this Agreement. Type 2 DCRs initiated by Capstone must be promptly disclosed to Solar to allow Solar a right of first refusal to manufacture the resulting new Capstone Special Order PSRs incorporating and implementing such Type 2 DCRs under the provisions of this Agreement. If new Capstone Special Order PSRs are agreed upon under the terms of this sub-paragraph 8.1 (B), the parties shall add such new Capstone Special Order PSRs to this Agreement and update Exhibits A and B as provided for in Paragraph 8.2.
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DEVELOPMENT PRODUCTS. Products required to make or connect a medical endoscope embodying the Technology to video cameras or other electronic imaging devices. Products and processes necessary to manufacture and market 3-D Video Systems utilizing the Technology, which systems include (1) an endoscope utilizing the Technology (2) a coupler or other means of attachment, alignment and integration of the endoscope with the remainder of the system, (3) two video cameras, (4) a suitable light source and its cables, connectors and the like, and (5) a video display system using video switching or other appropriate technology, resulting in the display of an apparent three-dimensional image of the object being viewed with the endoscope. -------------------------------------------------------------------------------- XxXXXXXX OPTICS, INC. FAX: (000) 000-0000 000 XXXXXXX XXXXXXX TEL: (000) 000-0000 X.X. XXX 000 XXXXXXXXXXXX, XXXXXXXXXXXXX 00000-0000 -------------------------------------------------------------------------------- June 28, 1994 AMERICAN SURGICAL TECHNOLO 000 XXXXXXXXX XXXX XXXXXXXXXX, XXXXXXXXXXXXX 00000 ATTN: Xxx Xxxxx This letter constitutes an Agreement to alter the provisions of the LICENSE AND DEVELOPMENT AGREEMENT between XXXXXXXX OPTICS, Inc. and AMERICAN SURGICAL TECHNOLOGIES CORPORATION, dated December 18, 1991. For Paragraph 3.1(c)(i) substitute the following:
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DEVELOPMENT PRODUCTS. With respect to units of the Aject to be used for research, development, and clinical testing within the scope of the Aject Development Plan and the AngioSense Product Development Plan and in accordance with Article 5 of this Agreement II, Bioject agrees to transfer the Aject (alone or to be used as part of the AngioSense Product) free of charge; provided, however AngioSense shall be responsible for all shipping and insurance charges for such as set forth in Section 8.7 above. Notwithstanding anything herein to the contrary, Bioject shall be obligated to supply only those quantities of the Aject for use within the scope of the Aject Development Plan and the AngioSense Development Plan as reasonably determined by the Joint Development Committee. All units of the Ajects supplied to AngioSense under this Section 9.1.2 shall not be used for any other purpose.
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DEVELOPMENT PRODUCTS. As soon as is mutually convenient for the parties, Pharmos and BLP agree to use good faith efforts to prepare a mutually agreeable research and development plan for each Development Product (each an "R&D Plan"). Each R&D Plan shall be of scope customary in the trade for the development of new drug compounds, and shall include without limitation proposed formulations, safety and efficacy targets and anticipated budgets. If the parties shall not have agreed on the R&D Plan for a particular Development Product after good faith efforts, the parties shall submit their respective positions on such R&D Plan to a mutually agreeable consultant with relevant expertise with ophthalmic drug products for recommendations on the matter(s) in dispute, which recommendations shall be approved by both parties in their reasonable discretion.
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DEVELOPMENT PRODUCTS. As soon as is mutually convenient for the -------------------- parties, Pharmos and BLP agree to use good faith efforts to prepare a mutually agreeable research and development plan for each Development Product (each an "R&D PLAN") similar in form and content previously agreed to in the U.S. Marketing Agreement. If the parties shall not have agreed on the R&D Plan for a particular Development Product for the New Territories after good faith efforts, the parties shall resolve their disagreement in the manner contemplated by the U.S. Marketing Agreement. The parties further agree that the failure to agree on an R&D Plan or the failure of BLP to perform its obligations under Section 4.5 below shall have the consequences set forth in Section 5.7 of the U.S. Marketing Agreement.
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DEVELOPMENT PRODUCTS. In any relevant Project SOW, based on Genzyme’s final Product formulations, concentration, fill volumes, and the Parties’ agreement to the final Product Specifications, Hospira will Manufacture Development Products at the prices set forth in the relevant Project SOW. Genzyme shall issue a Purchase Order for any such Development Product(s) at least [**] days before the requested delivery date. Genzyme and Hospira shall agree mutually to the formulation, concentration, fill volume and the components for each lot of Development Product(s).
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DEVELOPMENT PRODUCTS. GEI disclaims any and all warranties for all items not yet released to GEI's general customer base, including, but not limited to, items which are still in development in its current (as of the shipment date) Price Book, or as otherwise identified as unreleased items to the Customer.
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DEVELOPMENT PRODUCTS. The parties agree that any sale by Accuray to a customer in the Homeland Security Market of development units of Traveling Wave Products provided for engineering and/or evaluation purposes and not for commercial use shall not be considered a sale to a Commercial Customer for the purposes of Sections 1 and 2 above.
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DEVELOPMENT PRODUCTS. Prior to the beginning of the [***] year of commercialization of a Development Products, the Parties will agree to an allocation of the Development Product that may be disposed of [***] to their distributors and subdistributors. Development Product provided [***] by PBM shall be at PBM’s expense. Development Product provided by NANOGEN [***] shall be charged by and payable to PBM by NANOGEN at $[***] for a single analyte test and $[***] for a double window test and multiples of $[***] for each analyte in a panel. Development Product provided under this Section shall not exceed more than [***] percent ([***]%) of the Developed Product actually sold by PBM and NANOGEN in any twelve (12) month period.
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Related to DEVELOPMENT PRODUCTS

  • Commercialization Intrexon shall have the right to develop and Commercialize the Reverted Products itself or with one or more Third Parties, and shall have the right, without obligation to Fibrocell, to take any such actions in connection with such activities as Intrexon (or its designee), at its discretion, deems appropriate.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Development and Commercialization Subject to Sections 4.6 and 4.7, Fibrocell shall be solely responsible for the development and Commercialization of Fibrocell Products and Improved Products. Fibrocell shall be responsible for all costs incurred in connection with the Fibroblast Program except that Intrexon shall be responsible for the following: (a) costs of establishing manufacturing capabilities and facilities in connection with Intrexon’s manufacturing obligation under Section 4.6 (provided, however, that Intrexon may include an allocable portion of such costs, through depreciation and amortization, when calculating the Fully Loaded Cost of manufacturing a Fibrocell Product, to the extent such allocation, depreciation, and amortization is permitted by US GAAP, it being recognized that the majority of non-facilities scale-up costs cannot be capitalized and amortized under US GAAP); (b) costs of basic research with respect to the Intrexon Channel Technology and Intrexon Materials (i.e., platform improvements) but, for clarity, excluding research described in Section 4.7 or research requested by the JSC for the development of a Fibrocell Product or an Improved Product (which research costs shall be reimbursed by Fibrocell); (c) [*****]; and (d) costs of filing, prosecution and maintenance of Intrexon Patents. The costs encompassed within subsection (a) above shall include the scale-up of Intrexon Materials and related active pharmaceutical ingredients for clinical trials and Commercialization of Fibrocell Products undertaken pursuant to Section 4.6, which shall be at Intrexon’s cost whether it elects to conduct such efforts internally or through Third Party contractors retained by either Intrexon or Fibrocell (with Intrexon’s consent).

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Development Program RWJPRI shall be [**] and have [**] in consultation with the JDAC, to select LICENSED COMPOUNDS which shall then be designated PRODUCTS for further DEVELOPMENT by RWJPRI and marketing by ORTHO and its AFFILIATES. RWJPRI shall provide KOSAN with written notice of its decision to select a LICENSED COMPOUND for DEVELOPMENT. Once a PRODUCT has been selected for further DEVELOPMENT, RWJPRI, with the advice of the JDAC, shall have the [**] right to develop the PRODUCT through STAGES O, I, II and III and shall have the [**] right to prepare and file, and shall be the owner of, all applications for MARKETING AUTHORIZATION throughout the world. During such DEVELOPMENT efforts, KOSAN will assist RWJPRI as may be mutually agreed, at RWJPRI's expense, in chemical development, formulation development, production of labeled material and production of sufficient quantities of material for STAGE O and initial STAGE I studies. RWJPRI shall exercise diligent efforts, commensurate with the efforts it would normally exercise for products with similar potential sales volume and consistent with its overall business strategy, in developing such PRODUCT in accordance with the DEVELOPMENT PLAN established by RWJPRI. In the course of such efforts RWJPRI shall, either directly or through an AFFILIATE or SUBLICENSEE to which the license shall have been extended, take appropriate steps including the following: (i) in consultation with the JDAC, select certain LICENSED COMPOUNDS for STAGE O DEVELOPMENT; and (ii) establish and maintain a program reasonably designed, funded and resourced to obtain information adequate to enable the preparation and filing with an appropriate and properly empowered national regulatory authority all necessary documentation, data and [**] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. other evidence required for IND non-rejection to commence and conduct human clinical trials of such PRODUCT. (iii) proceed following IND non-rejection to commence PHASE I, II, and III clinical trials, associated studies and such other work which RWJPRI reasonably deems to be required for subsequent inclusion in filings for MARKETING AUTHORIZATION; (iv) after such submissions are filed prosecute such submissions and file all reasonably necessary, reports and respond to all reasonable requests from the pertinent regulatory, authorities for information, data, samples, tests and the like.

  • Licensed Product The term “Licensed Product” shall mean any product (a) the manufacture, use, importation, sale or offer for sale of which would, in the absence of the license granted by this Agreement, infringe a Valid Claim of any of the Licensed Patent Rights, or (b) that is comprised of, utilizes or incorporates Licensed Biological Materials, or (c) that is discovered, developed or made using a Licensed Process.

  • Commercialization License Subject to the terms of this Agreement, including without limitation Section 2.2 and Theravance's Co-Promotion rights in Section 5.3.2, Theravance hereby grants to GSK, and GSK accepts, an exclusive license under the Theravance Patents and Theravance Know-How to make, have made, use, sell, offer for sale and import Alliance Products in the Territory.

  • Development Activities The Development activities referred to in item “b” of paragraph 3.1 include: studies and projects of implementation of the Production facilities; drilling and completion of the Producing and injection xxxxx; and installation of equipment and vessels for extraction, collection, Treatment, storage, and transfer of Oil and Gas. The installation referred to in item “c” includes, but is not limited to, offshore platforms, pipelines, Oil and Gas Treatment plants, equipment and facilities for measurement of the inspected Production, wellhead equipment, production pipes, flow lines, tanks, and other facilities exclusively intended for extraction, as well as oil and gas pipelines for Production Outflow and their respective compressor and pumping stations.

  • Product ACCEPTANCE Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User(s) shall have thirty (30) days from the date of delivery to accept hardware products and sixty (60) days from the date of delivery to accept all other Product. Where the Contractor is responsible for installation, acceptance shall be from completion of installation. Failure to provide notice of acceptance or rejection or a deficiency statement to the Contractor by the end of the period provided for under this clause constitutes acceptance by the Authorized User(s) as of the expiration of that period. The License Term shall be extended by the time periods allowed for trial use, testing and acceptance unless the Commissioner or Authorized User agrees to accept the Product at completion of trial use. Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User shall have the option to run testing on the Product prior to acceptance, such tests and data sets to be specified by User. Where using its own data or tests, Authorized User must have the tests or representative set of data available upon delivery. This demonstration will take the form of a documented installation test, capable of observation by the Authorized User, and shall be made part of the Contractor’s standard documentation. The test data shall remain accessible to the Authorized User after completion of the test. In the event that the documented installation test cannot be completed successfully within the specified acceptance period, and the Contractor or Product is responsible for the delay, Authorized User shall have the option to cancel the order in whole or in part, or to extend the testing period for an additional thirty (30) day increment. Authorized User shall notify Contractor of acceptance upon successful completion of the documented installation test. Such cancellation shall not give rise to any cause of action against the Authorized User for damages, loss of profits, expenses, or other remuneration of any kind. If the Authorized User elects to provide a deficiency statement specifying how the Product fails to meet the specifications within the testing period, Contractor shall have thirty (30) days to correct the deficiency, and the Authorized User shall have an additional sixty (60) days to evaluate the Product as provided herein. If the Product does not meet the specifications at the end of the extended testing period, Authorized User, upon prior written notice to Contractor, may then reject the Product and return all defective Product to Contractor, and Contractor shall refund any monies paid by the Authorized User to Contractor therefor. Costs and liabilities associated with a failure of the Product to perform in accordance with the functionality tests or product specifications during the acceptance period shall be borne fully by Contractor to the extent that said costs or liabilities shall not have been caused by negligent or willful acts or omissions of the Authorized User’s agents or employees. Said costs shall be limited to the amounts set forth in the Limitation of Liability Clause for any liability for costs incurred at the direction or recommendation of Contractor.

  • Development Plan document specifying the work program, schedule, and relevant investments required for the Development and the Production of a Discovery or set of Discoveries of Oil and Gas in the Concession Area, including its abandonment.

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