Exclusive Right to Manufacture. Inverness, on and subject to the terms and conditions contained herein, hereby grants to Chembio and Chembio hereby accepts from Inverness an exclusive worldwide license during the Term under the Inverness Lateral Flow Patents to manufacture the HIV Barrel Product solely for sale to Inverness. Chembio shall manufacture the HIV Barrel Product itself or may subcontract the manufacture of the HIV Barrel Product to the extent permitted by applicable law, but may not sublicense such manufacturing right. If Chembio subcontracts the manufacture of the HIV Barrel Product, Chembio shall enter into a written agreement with such manufacturer consistent with the terms of this Agreement and shall remain primarily liable for breach of this Agreement by the manufacturer.
Exclusive Right to Manufacture. SDS, on and subject to the terms and conditions contained herein and in the 3-Way Agreement, hereby grants to Chembio, and Chembio hereby accepts from SDS, without acknowledging or agreeing to its necessity with respect to the HIV Barrel Product, a worldwide exclusive license to manufacture the HIV Barrel Products for resale by Inverness under the 3-Way Agreement or, in the event of termination of the 3-Way Agreement, as otherwise set forth herein.
Exclusive Right to Manufacture. Baxter shall have the right to elect to manufacture the Product by providing written notice to PFC of its intention to do so. Should Baxter exercise its right to manufacture the Product for distribution within the Territory pursuant to this Section, PFC shall terminate the license granted to Alliance under the Alliance Manufacturing Agreement, and Baxter will hold the exclusive license to manufacture the Product for distribution within the Territory. Within thirty (30) days of receiving such notice, PFC shall deliver to Baxter, if PFC has not done so already, all documents and instructions, including all Product Know-How, Product Inventions, Product Patents and Product trademarks related thereto, reasonably necessary to manufacture the Product. In addition, PFC shall use its best efforts to cause Alliance to provide Baxter reasonable access to Alliance's manufacturing personnel for training and instructional purposes. If any improvements to the Product alter, supplement, supersede or in any way modify such documents and instructions, PFC shall promptly update the Materials provided to Baxter to reflect such change.
