Manufacturing Information Escrow Sample Clauses

Manufacturing Information Escrow. Supplier shall add Cisco as a beneficiary of its existing escrow agreement with Iron Mountain Intellectual Property Management, Inc. (the “Escrow Agreement”), attached hereto as Exhibit C). Supplier shall promptly deposit into the escrow account the information and materials to enable Cisco to manufacture or have manufactured the applicable Product, as identified by Supplier in the Escrow Agreement (“Escrow Materials”). Cisco shall be responsible for the establishment, administration and cost of the escrow account. The Escrow Materials shall be released to Cisco upon occurrence of any one or more of the events or circumstances in Section 19.1 and in accordance with the Escrow Agreement.
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Manufacturing Information Escrow. (a) The parties agree that upon request by Cisco, Frontier will promptly place the following materials into an escrow account: (i) the source code and applicable documentation for the Products (in either electronic media form or hard copy) and (ii) certain applicable manufacturing information ("Escrowed Materials"). Cisco shall select the escrow agent (subject to Frontier's reasonable approval), and be responsible for the establishment, administration and cost of the escrow account. Immediately upon termination of this Agreement, all Escrowed Materials will be released back to Frontier. The Escrowed Materials will be released for use by Cisco, subject to the terms and conditions hereof, only after notice to Frontier and only under circumstances in which Cisco would otherwise be entitled to exercise the Manufacturing Rights. Frontier agrees to promptly deposit, at least [*] per year, into escrow any and all updates, enhancements and modifications to the Escrowed Materials. (b) In the event Cisco exercises its Manufacturing Rights hereunder, at no cost to Cisco, Frontier shall provide Cisco such technical support and assistance as Cisco may reasonably request in connection with the manufacture of the Products. (c) Cisco agrees that it will maintain the Escrowed Material delivered to it under this Agreement in strict confidence and will require its contractors to do the same. Any source code which is delivered as part of the Escrowed Material will be subject to Cisco's confidentiality obligations set forth in Section 12. -------------- [*] indicates material that has been omitted and for which confidential treatment has been requested. All such omitted material has been filed with the Securities and Exchange Commission pursuant to Rule 406 promulgated under the Securities Act of 1933, as amended. (d) Cisco's rights to use the Escrowed Materials, upon the exercise of Manufacturing Rights, shall be limited to support, maintenance and manufacture of the Products only. Cisco shall be prohibited from: (i) disclosing, selling, copying or otherwise transferring the Escrowed Materials except as necessary to carry out Cisco's right to support, maintain and manufacture the Products; or (ii) removing the Escrowed Materials from Cisco's facilities or the facilities of Cisco's authorized manufacturer(s) of the Products. Cisco further agrees, at all times while in possession of Frontier's Escrowed Materials, to protect against unlawful disclosure and ensure the integrity a...
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Manufacturing Information Escrow. The parties agree that upon [*****], Supplier will place into a mutually agreed-upon escrow account provider: (i) as applicable, the source code and other materials as requested by Gigamon and agreed by Supplier, and any applicable documentation for the Products (in either electronic media form or hard copy); (ii) any other information required as set forth as reasonably requested by Gigamon and agreed by Supplier (collectively, the "Deposit Materials"). The parties and the escrow agent will enter into a Manufacturing Escrow Agreement. Upon termination of this Agreement, all Deposit Materials will be released back to Supplier. The Deposit Materials will be released for use by Gigamon only after notice to Supplier and only under circumstances in which Gigamon would otherwise be entitled to exercise the Manufacturing Rights. Supplier will use commercial reasonable efforts to place all appropriate information into the agreed upon management system for each party’s reference. [*****] a [*****] Supplier will deposit into escrow any and all updates, enhancements and modifications to the Deposit Materials.
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Manufacturing Information Escrow. (a) MMC agrees, at Cisco's expense, to place in escrow all information that is reasonably required in order for Cisco to manufacture the MMC Chip Set meeting the Specifications and shall include at least the information listed in Exhibit H ("Manufacturing Information"). MMC shall place the Manufacturing --------- Information in escrow, with an escrow agent selected by Cisco, as soon as is reasonably practicable following the Effective Date of this Agreement. The "Escrow Agreement" will provide that the Manufacturing Information will only be released to Cisco, subject to the terms and conditions hereof, only after notice to MMC and only under circumstances in which Cisco would otherwise be entitled to exercise the manufacturing rights. MMC agrees to promptly deposit, but not more often than four (4) times per year, into escrow any and all updates, enhancements and modifications to the Manufacturing Information.
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Manufacturing Information Escrow. The parties agree that simultaneously with execution of this MPA, the parties, along with the escrow agent, shall execute the Escrow Cisco Systems Inc. – NetLogic Microsystems Inc., Master Purchase Agreement November 7, 2005 CONFIDENTIAL *** Confidential Treatment Requested Agreement attached hereto as Exhibit F and the Supplier shall promptly place into an escrow account the information and materials identified in Exhibit F that are necessary for Cisco to manufacture or have manufactured the Products (“Escrow Materials”). Cisco shall select the escrow agent (subject to Supplier’s reasonable approval), and be responsible for the establishment, administration and cost of the escrow account. The Escrow Materials shall be released for use by Cisco upon occurrence of any one or more of the events or circumstances in Section 13.1, only after notice to Supplier as set forth in the Escrow Agreement. On the first business day of each calendar quarter Supplier shall deposit into escrow any and all updates, enhancements and modifications to the Manufacturing Information.
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Manufacturing Information Escrow. The parties agree that simultaneously with execution of this MPA, the parties, along with the escrow agent, shall execute the Escrow *** Confidential Treatment Requested Agreement attached hereto as Exhibit F and the Supplier shall promptly place into an escrow account the information and materials identified in Exhibit F that are necessary for Cisco to manufacture or have manufactured the Products (“Escrow Materials”). Cisco shall select the escrow agent (subject to Supplier’s reasonable approval), and be responsible for the establishment, administration and cost of the escrow account. The Escrow Materials shall be released for use by Cisco upon occurrence of any one or more of the events or circumstances in Section 13.1, only after notice to Supplier as set forth in the Escrow Agreement. On the first business day of each calendar quarter Supplier shall deposit into escrow any and all updates, enhancements and modifications to the Manufacturing Information.
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Related to Manufacturing Information Escrow

  • Commercialization Reports Throughout the term of this Agreement and during the Sell-Off Period, and within thirty (30) days of December 31st of each year, Company will deliver to University written reports of Company’s and Sublicensees’ efforts and plans to develop and commercialize the innovations covered by the Licensed Rights and to make and sell Licensed Products. Company will have no obligation to prepare commercialization reports in years where (a) Company delivers to University a written Sales Report with active sales, and (b) Company has fulfilled all Performance Milestones. In relation to each of the Performance Milestones each commercialization report will include sufficient information to demonstrate achievement of those Performance Milestones and will set out timeframes and plans for achieving those Performance Milestones which have not yet been met.

  • Product Information EPIZYME recognizes that by reason of, inter alia, EISAI’s status as an exclusive licensee in the EISAI Territory under this Agreement, EISAI has an interest in EPIZYME’s retention in confidence of certain information of EPIZYME. Accordingly, until the end of all Royalty Term(s) in the EISAI Territory, EPIZYME shall keep confidential, and not publish or otherwise disclose, and not use for any purpose other than to fulfill EPIZYME’s obligations, or exercise EPIZYME’s rights, hereunder any EPIZYME Know-How Controlled by EPIZYME or EPIZYME Collaboration Know-How, in each case that are primarily applicable to EZH2 or EZH2 Compounds (the “Product Information”), except to the extent (a) the Product Information is in the public domain through no fault of EPIZYME, (b) such disclosure or use is expressly permitted under Section 9.3, or (c) such disclosure or use is otherwise expressly permitted by the terms and conditions of this Agreement. For purposes of Section 9.3, each Party shall be deemed to be both the Disclosing Party and the Receiving Party with respect to Product Information. For clarification, the disclosure by EPIZYME to EISAI of Product Information shall not cause such Product Information to cease to be subject to the provisions of this Section 9.2 with respect to the use and disclosure of such Confidential Information by EPIZYME. In the event this Agreement is terminated pursuant to Article 12, this Section 9.2 shall have no continuing force or effect, but the Product Information, to the extent disclosed by EPIZYME to EISAI hereunder, shall continue to be Confidential Information of EPIZYME, subject to the terms of Sections 9.1 and 9.3 for purposes of the surviving provisions of this Agreement. Each Party shall be responsible for compliance by its Affiliates, and its and its Affiliates’ respective officers, directors, employees and agents, with the provisions of Section 9.1 and this Section 9.2.

  • Billing Information 6.1 NLT and the RL shall provide each other with information within their possession that is necessary to allow them to provide accurate and timely billing to each other and to any other relevant third parties.

  • Supplying Information Each Seller shall deliver or provide access to such records, documents, information and data to the applicable Purchaser as such Purchaser may reasonably request in order to properly and efficiently perform its obligations hereunder; provided, however, that the Sellers shall not be required to deliver or provide access to any records, documents, information or data that (a) relates to a part of the business of the Seller Group that is not being serviced by the Purchasers pursuant to this Agreement, (b) in the Sellers’ reasonable determination could violate applicable Law, or could result in the loss or waiver of any attorney-client, work product or similar legal privilege or (c) in the Sellers’ reasonable determination could violate any contractual obligation of the Seller Group with respect to confidentiality; provided, however, the Sellers and the Purchasers shall cooperate in good faith to put in place appropriate substitute disclosure arrangements, including, in the case of clause (a), by separating or redacting the portion of the information that relates to a part of the business of the Seller Group that is not being serviced by the Purchasers pursuant to this Agreement and, in the case of clauses (b) and (c), by using commercially reasonable efforts to obtain the consent of such third party to such access.

  • Development Records Each Party shall maintain complete, current and accurate records of all Development activities conducted by it hereunder, and all data and other information resulting from such activities. Such records shall fully and properly reflect all work done and results achieved in the performance of the Development activities in good scientific manner appropriate for regulatory and patent purposes. Each Party shall document all non-clinical studies and Clinical Trials in formal written study reports according to Applicable Laws and national and international guidelines (e.g., ICH, cGCP, cGLP, and cGMP).

  • Updating information You must tell us promptly if information you have provided to us changes, including if your billing address changes or if your use of energy changes (for example, if you start running a business at the premises).

  • SOURCE CODE ESCROW FOR LICENSED PRODUCT If Source Code or Source Code escrow is offered by either Contractor or Product manufacturer or developer to any other commercial customers, Contractor shall either: (i) provide Licensee with the Source Code for the Product; or (ii) place the Source Code in a third party escrow arrangement with a designated escrow agent who shall be named and identified to the State, and who shall be directed to release the deposited Source Code in accordance with a standard escrow agreement acceptable to the State; or (iii) will certify to the State that the Product manufacturer/developer has named the State, acting by and through the Authorized User, and the Licensee, as a named beneficiary of an established escrow arrangement with its designated escrow agent who shall be named and identified to the State and Licensee, and who shall be directed to release the deposited Source Code in accordance with the terms of escrow. Source Code, as well as any corrections or enhancements to such source code, shall be updated for each new release of the Product in the same manner as provided above and such updating of escrow shall be certified to the State in writing. Contractor shall identify the escrow agent upon commencement of the Contract term and shall certify annually that the escrow remains in effect in compliance with the terms of this clause. The State may release the Source Code to Licensees under this Contract who have licensed Product or obtained services, who may use such copy of the Source Code to maintain the Product.

  • Product Data Illustrations, standard schedules, performance charts, instructions, brochures, diagrams, and other information furnished by Developer to illustrate a material, product, or system for some portion of the Work.

  • Manufacturing Services Jabil will manufacture the Product in accordance with the Specifications and any applicable Build Schedules. Jabil will reply to each proposed Build Schedule that is submitted in accordance with the terms of this Agreement by notifying Company of its acceptance or rejection within three (3) business days of receipt of any proposed Build Schedule. In the event of Jabil’s rejection of a proposed Build Schedule, Jabil’s notice of rejection will specify the basis for such rejection. When requested by Company, and subject to appropriate fee and cost adjustments, Jabil will provide Additional Services for existing or future Product manufactured by Jabil. Company shall be solely responsible for the sufficiency and adequacy of the Specifications [***].

  • Information Packages As soon as available and in any event not later than two (2) Business Days prior to each Settlement Date, an Information Package as of the most recently completed Fiscal Month.

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