Manufacturing Technology and Know-How Sample Clauses

Manufacturing Technology and Know-How. 2.3.1. The manufacturing technology and know-how that is exclusively used in the pharmaceutical manufacturing of the Products, including but not limited to the Seller Processes, specifications and test methods for Products, raw material, packaging, stability and other applicable specifications, manufacturing and packaging instructions, master formula, validation reports (process, analytical methods and cleaning) to the extent available, stability data, analytical methods, records of complaints, annual product reviews to the extent available, and other master documents necessary for the manufacture, control, and release of the Product as conducted by, or on behalf of Seller (the "Know-How");
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Manufacturing Technology and Know-How. The manufacturing technology and know-how that is exclusively used in manufacturing any Product or is exclusively used in manufacturing any finished product set forth in the Syntex NADAs ("Know-How") and any documents which relate specifically and exclusively to such Know-How. In addition, Seller shall grant Buyer a non-exclusive, perpetual, paid-up, irrevocable, royalty-free, world-wide license, with right to sub-license, to use any manufacturing technology and know-how that are necessary or used in manufacturing any Product or finished product set forth in the Syntex NADAs (but not exclusively used thereto) with such license or sublicense being restricted to use for the Products, unless Buyer can demonstrate by written records that such know-how was known prior to any disclosure of such know-how by Seller or its Affiliates to Buyer or is now public knowledge or becomes public knowledge in the future other than by breach of any agreement between Buyer and its Affiliates and Seller and its Affiliates.
Manufacturing Technology and Know-How. The manufacturing technology and know-how that is exclusively used in manufacturing any Product ("Know-How") and any documents which relate specifically and exclusively to such Know-How. In addition, Seller shall grant Buyer a non-exclusive, perpetual, paid-up, irrevocable, royalty-free, world-wide license, with right to sub-license, to use any manufacturing technology and know-how that are necessary or used in manufacturing any Product (but not exclusively used thereto) with such license or sublicense being restricted to use for the Products, unless Buyer can demonstrate by written records that such know-how was known prior to any disclosure of such know-how by Seller or its Affiliates to Buyer or is now public knowledge or becomes public knowledge in the future other than by breach of any agreement between Buyer and its Affiliates and Seller and its Affiliates.
Manufacturing Technology and Know-How. The manufacturing technology ------------------------------------- and know-how that is exclusively used in manufacturing any Product, including but not limited to a Syntex Process, specifications and test methods (Products, raw material, packaging, stability and other applicable specifications), manufacturing and packaging instructions, master formula, validation reports (process, analytical methods and cleaning), stability data, analytical methods, records of complaints, annual product reviews to the extent available, and other master documents, notes, memoranda, and preliminary materials necessary to continue manufacture, control, and release of the Products in the Territory by Buyer (the "Know-How"); and a non-exclusive, perpetual, paid-up, irrevocable, royalty-free, license (without the right to sublicense) to use in the Territory any manufacturing technology and know-how that are necessary or used in manufacturing any Product (but not exclusively used thereto) with such license being restricted to use for the Products.
Manufacturing Technology and Know-How. The Manufacturing Technology and Know-How will be sufficient to enable Buyer to manufacture the Products to the same standard as Seller currently enjoys. The Product formulations fully conform with the pertaining Registrations approved by the competent government authorities in the Territory.
Manufacturing Technology and Know-How. 2.3.1. The manufacturing technology and know-how that is exclusively used in manufacturing the Products, including but not limited to the Syntex Processes, specifications and test methods for Products, raw material, packaging, stability and other applicable specifications , manufacturing and packaging instructions, master formula, validation reports (process, analytical methods and cleaning) to the extent available, stability data, analytical methods, records of complaints, annual product reviews to the extent available, and other master documents necessary for the manufacture, control, and release of the Products as conducted by, or on behalf of Seller (the "Know-How"); provided that Seller shall retain all rights to such information that is contained in the Know-How related to the Active Ingredient and to transfer such information to buyers of the Active Ingredient inside and outside the Territory, and all rights to such information contained in the Know-How for manufacture, sale and distribution of the Products outside the Territory, subject to the terms and conditions of the SPIL Supply Agreement.
Manufacturing Technology and Know-How. The Know How and the Product Formulae will be sufficient to enable ICN to manufacture the Products to the same standard as currently enjoyed. However, SB does not warrant that ICN has or at any time will have the ability to manufacture such Products to such standard. The Product Formulae fully conform with the pertaining Registrations approved by the competent government authorities in the Territories.
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Manufacturing Technology and Know-How. Sellers shall sell, transfer and deliver to Buyer the ownership and beneficial interest of BM in all BM manufacturing technology and know-how and trade secrets that is solely and exclusively used in the Business, all as set forth in Schedule 2.7 (the "Know-How"); and a perpetual, paid-up, irrevocable, royalty-free licence, with right to sub-licence, to use any manufacturing technology and know-how that are used in the Retavase Business (or outside the Territory solely and exclusively with respect to the manufacture of the Active Ingredient or the Product (or a future formulation of the Product) for sale in the Territory) (but not exclusively used thereto or usable for other purposes as well) (the "Know-How Licence"); such licence (and any sublicence thereunder) shall be exclusive for use in the Retavase Business, and the Roche Group (including without limitation the BM Group companies) shall not retain any right to use or licence such know-how for use in the Retavase Business. Except as set forth in Section 2.16, the Roche Group (including without limitation the BM Group companies) retains, and is not transferring hereunder, the exclusive right to use or to licence such licenced manufacturing technology and know-how for use with any other products in or outside the Territory as well as for the Active Ingredient or the Product outside the Territory. The parties hereby acknowledge and agree that Know- How shall not include, and any limitation in the Know-How Licence shall not be binding on Buyer as to, any information Buyer can demonstrate (i) was in the public domain prior to the date of this Agreement or thereafter enters the public domain through no fault of Buyer, its affiliates or their respective representatives, (ii) was available to Buyer on a non- confidential basis prior to its disclosure to Buyer by Parent, Sellers, their affiliates or their respective representatives, (iii) is later lawfully acquired by Buyer from sources other than Parent, Sellers, their affiliates or their respective representatives who are not, to the best of knowledge of Buyer, subject to any legally binding obligation to keep such information confidential, or (iv) independently developed by Buyer without reference to the Know-How or Know-How Licence.

Related to Manufacturing Technology and Know-How

  • 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.

  • Licensed Technology The term "Licensed Technology" shall mean the ------------------- Licensed Patents, plus all improvements thereto developed by Licensor, and all related data, know-how and technology.

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you. [ ] List here previous Inventions which you desire to have specifically excluded from the operation of this Agreement. Continue on reverse side if necessary.

  • Technical Information Methods, processes, formulae, compositions, systems, techniques, inventions, machines, computer programs and research projects, unpatented inventions, designs, know-how, trade secrets, technical information and data, specifications, blueprints, transparencies, test data, and additions, modifications, and improvements thereon which are revealed to Employee.

  • Know-How The term “

  • Third Party Technology The assignment of any applicable license agreements with respect to Third Party Technology are set forth in the General Assignment and Assumption Agreement.

  • New Technology If New Technology becomes available from any source, including Supplier, then KP may evaluate and contract with any supplier so that KP will have access to New Technology at all times. If Supplier cannot offer New Technology at comparable or lower prices, KP may either (a) amend contract pricelist to add Supplier's New Technology at a mutually agreed-upon price; or (b) contract with other suppliers for New Technology. Regardless of whether New Technology is added to this Agreement, Supplier and KP will negotiate in good faith to equitably adjust the pricing for any current Product under this Agreement affected by the New Technology.

  • Background IP Each Party will own all right, title and interest in its Background IP.

  • Technology For purposes of this Agreement, “Technology” means all Software, information, designs, formulae, algorithms, procedures, methods, techniques, ideas, know-how, research and development, technical data, programs, subroutines, tools, materials, specifications, processes, inventions (whether or not patentable and whether or not reduced to practice), apparatus, creations, improvements and other similar materials, and all recordings, graphs, drawings, reports, analyses, and other writings, and other embodiments of any of the foregoing, in any form or media whether or not specifically listed herein. Further, for purposes of this Agreement, “Software” means any and all computer programs, whether in source code or object code; databases and compilations, whether machine readable or otherwise; descriptions, flow-charts and other work product used to design, plan, organize and develop any of the foregoing; and all documentation, including user manuals and other training documentation, related to any of the foregoing.

  • Joint Technology The Parties agree that, in order to effectuate the provisions of Section 4.4.2, subject to any exclusive licenses granted hereunder, (a) the non-use provisions of this Article 9 shall not apply to each Party’s use of Joint Technology, and (b) each Party may disclose the Joint Technology to Third Parties who are under terms of confidentiality no less strict than those contained in this Agreement.

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