Manufacturing/Sourcing Sample Clauses

Manufacturing/Sourcing. (a) Licensee shall ensure that each of its suppliers of Licensed Products agrees to the standards set forth in Licensee’s standard purchase contract forms, and Licensee will monitor the performance of its contractors for compliance with such standards, and will enforce such standards, all in the usual manner in which such standards are enforced in regard to other suppliers of Licensee’s private brand merchandise. In addition, with respect to the Licensed Products, Licensee shall (a) require that each of its suppliers (i) post Licensor’s Standards of Engagement in a conspicuous place in such suppliers’ facilities, (ii) complies with Licensor’s Standards of Engagement, as set forth in Exhibit H; and (b) provide Licensor with a copy of its legal compliance survey for each supplier and make available details regarding such survey upon request. Furthermore, Licensor shall have the right to review Licensee’s supplier and manufacturer list. In addition, Licensor shall have the right to inspect, and audit, either directly or through its auditors or the Fair Labor Association or its auditors, such suppliers and manufacturers, and Licensee shall take commercially reasonable efforts to assist in the inspection and auditing of such suppliers and factories. Licensee agrees to cease doing business with any supplier, with respect to Licensed Product, in the event such supplier fails to permit such inspection and audit or fails to comply with Licensee’s standards or Licensor’s Standards of Engagement within sixty (60) days of such failure. All information or documents provided to Licensor under this subsection will be held confidential and will not be used other than to verify compliance with this section. In no instance will this information be shared with Licensor’s sourcing organization.
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Manufacturing/Sourcing. In all cases, the Licensed Product will be sourced by JCP or by a supplier designated by JCP. JCP will ensure that each of its suppliers of Licensed Products agrees to the standards set forth in JCP’s standard purchase contract, and JCP will enforce such standards in the usual manner in which such standards are enforced in regard to other suppliers of JCP’s private brand merchandise. Such standards are currently in and will remain in compliance with all laws applicable to the manufacturing of Licensed Products, including labor and employment, health and safety, customs and country of origin regulations, together with appropriate human rights standards and consideration as JC Penney may require from time to time.
Manufacturing/Sourcing. The Europe JVC and its Affiliates controlled by it, will seek to utilize its own manufacturing capacity to the fullest extent possible but will be permitted to source (in accordance with the relevant transfer pricing principles set out in Schedule 8.1 and the conditions of the relevant Trademark License Agreement) tires from any of Goodyear's and its Affiliates' factories inside or outside of the European Territory and from any of SRI's and its Affiliates' factories outside of the European Territory if this is commercially attractive to the Europe JVC. The Europe JVC and its Affiliates controlled by it will also continue off-take arrangements in place at the operational start-up date of the Alliance with SRI, Goodyear and their Affiliates on the currently applicable terms (even if they are inconsistent with the relevant transfer pricing principles set out in Schedule 8.1) for a period of two (2) years from the operational start-up date of the Alliance. Such arrangements (except those relating to warranty tires as after-sales service for OEM tires) will be reviewed at the end of that period and thereafter annually by the Europe JVC and will be continued if it is in the best interest of the Europe JVC (and the continuation of the off-take arrangements is acceptable to the counter-party to the arrangement). The Parties agree that prior to the Closing, Goodyear will provide to SRI, as of the Closing Date, a list and description of (a) all off-take arrangements, and (b) arrangements for warranty tires as after sales service for OEM tires, in each case as between Goodyear and its Affiliates (other than the Goodyear JV Companies) on the one hand and the Goodyear JV Companies regarding the Goodyear Businesses on the other hand. The Parties agree that prior to the Closing, SRI will provide to Goodyear, as of the Closing Date, a list and description of (a) all off-take arrangements and (b) arrangements for warranty tires as after sales service for OEM tires, in each case as between SRI and its Affiliates on the one hand and the SRI JV Companies regarding the SRI Businesses on the other hand. The Parties confirm that allocation (and any rationalization identified and decided upon) of manufacture of particular sizes and types of tires as between the manufacturing facilities of the Europe JVC and its Affiliates controlled by it, will be determined in accordance with the best interests of the Europe JVC (and without discriminating on non-economic grounds against the fac...

Related to Manufacturing/Sourcing

  • 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 [***].

  • Manufacturing Intrexon shall have the option and, in the event it so elects, shall use Diligent Efforts, to perform any manufacturing activities in connection with the Aquaculture Program that relate to the Intrexon Materials, including through the use of a suitable Third Party contract manufacturer. To the extent that Intrexon so elects, Intrexon may request that AquaBounty and Intrexon establish and execute a separate manufacturing and supply agreement, which agreement will establish and govern the production, quality assurance, and regulatory activities associated with manufacture of Intrexon Materials. Except as provided in Section 4.1, any manufacturing undertaken by Intrexon pursuant to the preceding sentence shall be performed in exchange for cash payments equal to Intrexon’s Fully Loaded Cost in connection with such manufacturing, on terms to be negotiated by the Parties in good faith. In the event that Intrexon does not manufacture Intrexon Materials or bulk quantities of other components of AquaBounty Products, then Intrexon shall provide to AquaBounty or a contract manufacturer selected by AquaBounty and approved by Intrexon (such approval not to be unreasonably withheld) all Information Controlled by Intrexon that is (a) related to the manufacturing of such Intrexon Materials or bulk qualities of other components of AquaBounty Products for use in the Field and (b) reasonably necessary to enable AquaBounty or such contract manufacturer (as appropriate) for the sole purpose of manufacturing such Intrexon Materials or bulk quantities of other components of AquaBounty Products. The costs and expenses incurred by Intrexon in carrying out such transfer shall be borne by Intrexon. Any manufacturing Information transferred hereunder to AquaBounty or its contract manufacturer shall not be further transferred to any Third Party, including any Product Sublicensee, or any AquaBounty Affiliate without the prior written consent of Intrexon; provided, however, that Intrexon shall not unreasonably withhold such consent if necessary to permit AquaBounty to switch manufacturers.

  • Manufacturing License Subject to the terms of this Agreement, including without limitation Section 2.2, Theravance grants to GSK an exclusive license under the Theravance Patents and Theravance Know-How to make and have made API Compound or formulated Alliance Product in the Territory.

  • Joint Manufacturing Committee A joint manufacturing committee (the “Joint Manufacturing Committee” or “JMC”) will be established pursuant to the Supply Agreement. The roles and responsibilities of the JMC shall be as specified in the Supply Agreement.

  • Manufacture of Product Prior to commercialization of the Product, the Parties may, if appropriate for both parties, negotiate in good faith a manufacturing and supply agreement to provide for Licensor to fulfill the manufacturing requirements of Licensee for Product for sale in the European market. The cost of such manufacturing shall not be greater than * percent (*%) of the cost of any competitor cGMP contract manufacturing facility that proposes to manufacturer the Product for Licensee. * Confidential information has been omitted and filed confidentially with the Securities and Exchange Commission.

  • 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.

  • Manufacture of Products All Products marketed through Grantor's Web ------------------------- Site shall be manufactured, packaged, prepared, and shipped in accordance with the specifications and requirements described on Exhibit A hereto as it may be modified from time to time. Quality control standards relating to the Product's weight, color, consistency, micro-biological content, labeling and packaging are also set forth on Exhibit A. In the event that Exhibit A is incomplete, Products shall be manufactured and shipped in accordance with industry standards.

  • Quality Agreement Each Party will comply with the terms of the Quality Agreement in the performance of its obligations hereunder including record retention, audits and inspections, change control, adverse events and product recall. The Parties will conduct periodic Product quality reviews in accordance with the terms of the Quality Agreement.

  • Manufacturing Agreement Each of the Sellers (as applicable) shall have executed and delivered to the Buyer the Manufacturing Agreement with respect to the portion of the Business conducted at the applicable Facility.

  • Manufacturing Technology Transfer With respect to each Technology Transfer Product, upon AbbVie’s written request after the Inclusion Date for the Included Target to which such Technology Transfer Product is Directed, Morphic shall effect a full transfer to AbbVie or its designee (which designee may be an Affiliate or a Third Party manufacturer) of all Morphic Know-How and Joint Know-How relating to the then-current process for the Manufacture of such Technology Transfer Product (the “Manufacturing Process”) and to implement the Manufacturing Process at facilities designated by AbbVie (such transfer and implementation, as more fully described in this Section 5.3, the “Manufacturing Technology Transfer”). To assist with the Manufacturing Technology Transfer, Morphic will make its personnel reasonably available to AbbVie during normal business hours for up to [***] FTE hours with respect to each Included Target (in each case, free of charge to AbbVie) to transfer and implement the Manufacturing Process under this Section 5.3. Thereafter, if requested by AbbVie, Morphic shall continue to perform such obligations; provided, that AbbVie will reimburse Morphic for its full-time equivalent (FTE) costs (for clarity, in excess of [***] FTE hours) and any reasonable and verifiable out-of-pocket costs incurred in providing such assistance. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

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