KNOW-HOW ACCESS Sample Clauses

KNOW-HOW ACCESS. For the Know-How Transfer Term, MAYO will provide reasonable access to the MAYO Investigator to transfer Know-How to COMPANY at regular intervals (as mutually agreed by the Parties) during the Term of this Agreement, but in no event shall MAYO be required to provide any Know-How in tangible form if it does not exist in tangible form as of the Effective Date or during the Term. COMPANY will have the right to reduce any Know-How to tangible form; provided, that such tangible form shall itself be considered Know-How as defined in this Agreement. For avoidance of any doubt, all fees, expenses and costs related to the transfer of the Know-How to COMPANY hereunder (including without limitation the time MAYO Investigator spends transferring the Know-How) will be borne solely by ▇▇▇▇ and not the COMPANY. In the event that MAYO Investigator is unwilling or unable to fulfill the obligations under this Agreement, ▇▇▇▇ will use commercially reasonable efforts to find a replacement with similar experience and skill in the event COMPANY requests in writing that MAYO find such replacement to undertake MAYO’s obligations under this Agreement. Any such replacement shall be subject to the consent of COMPANY, not to be unreasonably withheld.
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KNOW-HOW ACCESS. For a period of [***] following the Effective Date, MAYO will provide reasonable access to Mayo Investigator(s) to transfer Know-How, but in no event shall MAYO be required to provide any Know-How in tangible form if it does not exist in tangible form as of the Effective Date. The time Mayo Investigator(s) spend transferring the Know-How will be borne solely by ▇▇▇▇ and not the COMPANY.
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Related to KNOW-HOW ACCESS

  • Site Access Dell requires the right to access the APEX System in a timely way and as provided in the Service Offering Description to provide the Support Services. Failure to ensure that Customer provides Dell with timely access to a Site will relieve Dell of the Support Services obligations and Dell may also, at Dell’s discretion, suspend the APEX Service.

  • Technology Access Contractor expressly acknowledges that state funds may not be expended in connection with the purchase of an automated information system unless that system meets certain statutory requirements relating to accessibility by persons with visual impairments. Accordingly, Contractor represents and warrants to System Agency that the technology provided to System Agency for purchase (if applicable under this Contract or any related Solicitation) is capable, either by virtue of features included within the technology or because it is readily adaptable by use with other technology, of: • providing equivalent access for effective use by both visual and non-visual means; • presenting information, including prompts used for interactive communications, in formats intended for non-visual use; and • being integrated into networks for obtaining, retrieving, and disseminating information used by individuals who are not blind or visually impaired. For purposes of this Section, the phrase “equivalent access” means a substantially similar ability to communicate with or make use of the technology, either directly by features incorporated within the technology or by other reasonable means such as assistive devices or services which would constitute reasonable accommodations under the Americans With Disabilities Act or similar state or federal laws. Examples of methods by which equivalent access may be provided include, but are not limited to, keyboard alternatives to mouse commands and other means of navigating graphical displays, and customizable display appearance. In accordance with Section 2157.005 of the Texas Government Code, the Technology Access Clause contract provision remains in effect for any contract entered into before September 1, 2006.

  • User Access Transfer Agent shall have a process to promptly disable access to Fund Data by any Transfer Agent personnel who no longer requires such access. Transfer Agent will also promptly remove access of Fund personnel upon receipt of notification from Fund.

  • Technology Access Fee After the Effective Date, within [***] days after receipt of the corresponding invoice from Mersana, Merck will pay to Mersana, a one-time, non-refundable, non-creditable, upfront fee of Twelve Million Dollars ($12,000,000.00) (the “Technology Access Fee”). Payment of the Technology Access Fee shall be subject to any withholding Tax obligations set forth in Section 6.9.1.

  • Information Access Each Party (“Disclosing Party”) shall make available to another Party (“Requesting Party”) information that is in the possession of the Disclosing Party and is necessary in order for the Requesting Party to: (i) verify the costs incurred by the Disclosing Party for which the Requesting Party is responsible under this Agreement; and (ii) carry out its obligations and responsibilities under this Agreement. The Parties shall not use such information for purposes other than those set forth in this Article 25.1 of this Agreement and to enforce their rights under this Agreement.