Common use of Development Transition Clause in Contracts

Development Transition. The Parties shall cooperate in the Development Transition described herein and in the transfer of any information and Know-How necessary for BMX to assume the development of the VIDAS Products. The parties have agreed upon a work plan which will provide for the transition of product development activities (hereafter the "Development Transition") from GP to BMX. It is the Parties' intent that the Development Transition work plan, a copy of which is attached as Exhibit D and incorporated herein by reference, shall provide for the transfer from GP to BMX of any knowledge, records, procedures, work instructions, formulations, and Know-How, necessary for the development of the VIDAS Products or in carrying out the tasks as previously performed by GP under the working relationship established between BMX and GP under the VIDAS Agreement. Know-How and other information regarding such activities disclosed by GP to BMX pursuant hereto may be used only in accordance with the rights granted under this Agreement. It is the Parties' intent that the Development Transition work plan shall also provide for the reasonable availability of GP personnel and support by GP in the event needed to ensure compliance with regulatory requirements or the orderly transfer of any development work to BMX, to the extent that such support can only reasonably be provided by Gen-Probe within the time-frame contemplated in the Development Transition work plan. Except as otherwise stated herein, it is the Parties' intent that GP's obligations in connection with the Development Transition shall terminate as of December 30, 2000 and the work plan shall reflect such termination date. Neither GP nor BMX shall have any responsibility with respect to the development of the VIDAS Products except as set forth in this Agreement and in the Development Transition work plan. GP shall be compensated by BMX for GP's activities during the Development Transition pursuant to the work plan, as set forth in Section 6.3, below.

Development Transition. The Parties shall cooperate in the Development Transition described herein and in the transfer of any information and Know-How necessary for BMX to assume the development of the VIDAS ANAIS Products. The parties have agreed upon a work plan which will provide for the transition of product development activities (hereafter the "Development Transition") from GP to BMX. It is the Parties' intent that the Development Transition work plan, a copy of which is attached as Exhibit D I and incorporated herein by reference, shall provide for the transfer from GP to BMX of any knowledge, records, procedures, work instructions, formulations, and Know-How, necessary for the development of the VIDAS ANAIS Products or in carrying out the tasks as previously performed by GP under the working relationship established between BMX and GP under the VIDAS ANAIS Agreement. Know-How and other information regarding such activities disclosed by GP to BMX pursuant hereto may be used only in accordance with the rights granted under this Agreement. It is the Parties' intent that the Development Transition work plan shall also provide for the reasonable availability of GP personnel and support by GP in the event needed to ensure compliance with regulatory requirements or the orderly transfer of any development work to BMX, to the extent that such support can only reasonably be provided by Gen-Probe GP within the time-frame contemplated in the Development Transition work plan. Except as otherwise stated herein, it is the Parties' intent that GP's obligations in connection with the Development Transition shall terminate as of December 30, 2000 and the work plan shall reflect such termination date. Neither GP nor BMX shall have any responsibility with respect to the development of the VIDAS ANAIS Products except as set forth in this Agreement and in the Development Transition work plan. GP shall be compensated by BMX for GP's activities during the Development Transition pursuant to the work plan, as set forth in Section 6.3, below.