We use cookies on our site to analyze traffic, enhance your experience, and provide you with tailored content.

For more information visit our privacy policy.

Product Development Activities Sample Clauses

Product Development Activities. The Parties shall use commercially reasonable efforts develop the Products, including performing in good faith their respective Product Development Activities as detailed further in Exhibit A. The Parties may amend or restate Exhibit A from time to time pursuant to Section 19.7 as they refine or modify such Product Development Activities. When and if Vivint Solar determines that the Product Development Activities have been sufficiently completed, including such testing and debugging of the Products as the Parties shall undertake as part of the Product Development Activities, that Vivint Solar desires to commence ordering Products under this Agreement, Vivint Solar shall provide written notice of such determination (“Notice of Acceptance”). Notwithstanding Vivint Solar’s delivery of a Notice of Acceptance and purchase of Products, the Product Development Activities may continue as the Parties mutually deem necessary or appropriate.
Sample 1Sample 2Sample 3
Product Development Activities. Sinotau agrees that nothing in this Agreement shall give it the right to conduct, directly or indirectly, any clinical development activity using the Product in additional fields or applications, and it shall not sell the Product for any such purpose. In the event that Sinotau becomes aware that a Third Party desires to purchase Product for such purpose, Sinotau shall promptly notify FluoroPharma of such potential activities.
Sample 1Sample 2
Product Development Activities. Subject to the direction of the Development Committee, Kos shall be fully responsible for performing, or causing to be performed, all development activities associated with the Product in the Territory in compliance with "current Good Clinical Practices" and "current Good Manufacturing Practices" as set forth by the FDA and otherwise in conformity with all applicable local, state, and Federal laws and regulations. The Parties agree that, subject to the approval of the Development Committee, in executing its responsibilities hereunder, Kos may rely on services performed by qualified Third Party providers of such services or Kos may purchase services from DuPont. Each Party agrees to spend at least $************ on such Product development activities ("Product Development Activities") during the Term as agreed by the Development Committee, unless Kos agrees to a lesser level of expenditures. Such $************ amount to be spent by DuPont shall be paid by DuPont in accordance with its 50% reimbursement obligations as set forth in Section 5.5. Such Product Development Activities shall be limited to the following and may not be expanded without the consent of both Kos and DuPont:
Sample 1Sample 2
Product Development Activities. Esperion may undertake, and DSE may, from time-to-time, propose to the JCC that Esperion undertakes, Product Development Activities directed to the Development of: (i) [***].
Sample 1
Product Development Activities. (a) The parties shall mutually cooperate in a joint effort to improve Jaguar Product performance, increase quality, reduce costs, extend the capabilities, improve marketability, and develop new instrumentation. Sensar shall have the primary development responsibility, although JEOL shall provide Sensar all information that is available, or which may in the future become available, to JEOL, regarding customer needs, specifications, know-how, technical assistance, and engineering which would assist Sensar in such development. (b) The parties have prepared detailed written specifications as set forth on Schedule B (the "Specifications"), including agreed upon milestones and target completion dates, for the initial development work to be completed for the Jaguar Products no later than April 10, 1999. Thereafter, Sensar shall prepare and deliver to JEOL, within ten (10) business days of the end of each month, a report of the development activities conducted during the month and a summary of Sensar's progress as compared to the milestones and target completion dates set forth in the plan. (c) Any changes to the Specifications shall be in writing and shall be mutually agreed to by the parties. (d) JEOL agrees to provide partial funding for the initial development project in the amount of $60,000 per month for the initial five (5) months of this Agreement, or an aggregate of $300,000. The first payment will be made on the date of this Agreement and thereafter, on achieving certain milestones as defined in Schedule B so that the entire balance is paid by the 10th of April 1999. Notwithstanding the foregoing, in the event that the parties make material changes to the development plan, they agree to negotiate in good faith to share the increased costs associated with such changes in a reasonable manner. (e) Any enhancements or improvements to the Jaguar Product or related products resulting from the joint development program of the parties shall be included in the definition of Jaguar Products for purposes of granting JEOL exclusive marketing rights in the Territory and shall be added to the Documentation Package held in escrow. (f) The parties agree to hold joint meetings, on at least a quarterly basis, alternating between Provo, Utah, and Peabody, Massachusetts, between the project managers and key individuals involved in the sales and marketing and development process. Both parties shall be able to set agenda items for these meetings which shall be fixed five (5) ...
Sample 1
Product Development Activities. Each Party agrees that it shall consult with and keep the other Party reasonably apprised of the developing Party’s conduct, directly or indirectly, of any clinical development activity using the Product in its respective Territory, including the evaluation of the Product for use in additional fields or applications.
Sample 1
Product Development Activities. Distributor agrees that nothing in this Agreement shall give it the right to conduct, directly or indirectly, any clinical development activity using the Product, including product comparisons and the evaluation of the Product for use in additional fields or applications, and it shall not sell the Product for any such purpose. In the event that Distributor becomes aware that a Third Party desires to purchase Product for such purpose, shall promptly notify Company of such potential activities.
Sample 1
Product Development Activities a. SAES shall cooperate with Sensar and Sensar shall cooperate with SAES to further enhance the application of the TOF 2000 to the Semiconductor Industry. Sensar shall have the primary development responsibility and SAES shall provide Sensar all information that is available, or which may in the future become available to SAES, regarding specifications, know-how, technical assistance and engineering, which would assist Sensar in such enhancement. b. SAES shall loan Sensar at no cost to Sensar, such ultrahigh purity gas purifier units suitable for oxygen and other gas purification as used by the Semiconductor Industry in its manufacturing process. These gas purifiers shall be used initially at Sensar's Sandy, Utah, manufacturing facility in its product improvement and technical development program and for use of the parties in the joint development effort. The gas purifier units shall remain the sole property of SAES and shall be immediately returned to SAES in the event of the termination of this Agreement, unless such equipment has been disposed of in a different manner, as both parties shall have agreed. c. There is a jointly-owned TOF 2000 unit located at Sensar's facility which is to be used for continued research and development to improve the performance, reduce costs, increase quality, maintain reliability and enhance the Product's value to the Semiconductor Industry. d. Sensar and SAES shall cooperate in a joint effort to improve Product performance, increase quality, reduce costs, extend the capabilities, improve marketability and develop new instrumentation that is applicable to the Semiconductor Industry. Particular and immediate attention will be given by Sensar to the following: i. Completion of the "Microsoft Windows" version of the software. ii. Development of high purity oxygen gas monitoring capability. iii. Improvements in quality control. Sensar shall have the responsibility for these tasks. In addition, SAES hereby agrees to cooperate independently with Sensar, testing the Product and carrying on needed evaluations, supplying adequate gas test sources without charge as well as having SAES' technicians visiting Sensar's facilities, at its own costs and expenses.
Sample 1
Product Development Activities 
Sample 1Sample 2Sample 3

Related to Product Development Activities

  • Development Activities The Development activities referred to in item “b” of paragraph 3.1 include: studies and projects of implementation of the Production facilities; drilling and completion of the Producing and injection xxxxx; and installation of equipment and vessels for extraction, collection, Treatment, storage, and transfer of Oil and Gas. The installation referred to in item “c” includes, but is not limited to, offshore platforms, pipelines, Oil and Gas Treatment plants, equipment and facilities for measurement of the inspected Production, wellhead equipment, production pipes, flow lines, tanks, and other facilities exclusively intended for extraction, as well as oil and gas pipelines for Production Outflow and their respective compressor and pumping stations.

  • Product Development (a) Supplier may develop enhancements it intends to incorporate into the BioGlue Surgical Adhesive during the term of this Agreement that have potential application to the Company Product (“Enhancements”). Unless otherwise agreed by the parties, at least once every six months during the Term, representatives of each of BioForm and Supplier shall hold a meeting in accordance with Sections 4.4 and 8.4 (the “Product Development Meeting”) at which Supplier will present Enhancements for BioForm to consider for application to the Company Product. At such Product Development Meeting, BioForm will also present its marketing plans (pursuant to Section 4.4) for the period and any information or feedback that BioForm reasonably believes may lead to Improvements. Within 30 calendar days following each Product Development Meeting, Supplier shall deliver a notice to BioForm (the “Enhancements Notice”) that shall describe the Enhancements that were presented by Supplier at such Product Development Meeting. Within 30 calendar days following receipt of the Enhancements Notice, BioForm may notify Supplier in writing if BioForm elects that any Enhancement described in the Enhancements Notice shall become an Improvement. If BioForm does provide such notice to Supplier during such 30-calendar day period, then BioForm and Supplier shall agree on a timeline for implementation of the Improvement in new Product Specifications for Company Product. If BioForm does not provide such a notice, said Enhancement shall not be implemented into the Company Product. The Enhancements Notice may also describe any potential Enhancements presented by Supplier at the Product Development Meeting, but BioForm shall not be required to take any action under this Section 8.4 with respect to such potential Enhancements until such time as they are presented by Supplier as Enhancements at a future Product Development Meeting. All Enhancements and potential Enhancement information provided by Supplier shall be considered Supplier Confidential Information. (b) From time to time, each party may request the other party to participate in joint projects to develop Improvements. Neither party is obligated to participate in such projects, and in each **** Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. instance, each party’s decision whether to participate will be made in such party’s sole discretion. If both parties mutually agree to participate in such a project (a “Program”), the parties will promptly prepare a mutually agreeable written development agreement specifying the development activities to be performed by and the research and development tasks assigned to each party (the “Development Agreement”). All allocation of Intellectual Property rights with respect to any Program will be set forth in writing in the Development Agreement. (c) In the absence of a Development Agreement, (i) BioForm and Supplier shall retain joint ownership of Intellectual Property rights in which there is joint inventorship by BioForm (or its Affiliates) and Supplier, as determined in accordance with United States patent law, with Supplier’s rights in such joint ownership being subject to the license rights of BioForm under this Agreement, (ii) any Intellectual Property rights related to the Company Products, Enhancements, and Improvements that are created solely by employees or consultants of Supplier during the Term shall be considered to be Intellectual Property rights of Supplier, subject to the license rights of BioForm under this Agreement, and (iii) any Intellectual Property rights related to the Company Products and Improvements that are created solely by employees or consultants of BioForm or any of its Affiliates during the Term shall be considered to be Intellectual Property rights of BioForm. BioForm hereby grants to Supplier a perpetual, royalty free, world-wide, nonexclusive license to Supplier under such Blocking Intellectual Property to make, use, and sell such Intellectual Property outside the Field. “Blocking Intellectual Property” for the purposes of Section 8.4(c)(iii) shall mean Intellectual Property necessary for Supplier to make, use, or sell SA Product.

  • 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.

  • Development and Commercialization Subject to Sections 4.6 and 4.7, Fibrocell shall be solely responsible for the development and Commercialization of Fibrocell Products and Improved Products. Fibrocell shall be responsible for all costs incurred in connection with the Fibroblast Program except that Intrexon shall be responsible for the following: (a) costs of establishing manufacturing capabilities and facilities in connection with Intrexon’s manufacturing obligation under Section 4.6 (provided, however, that Intrexon may include an allocable portion of such costs, through depreciation and amortization, when calculating the Fully Loaded Cost of manufacturing a Fibrocell Product, to the extent such allocation, depreciation, and amortization is permitted by US GAAP, it being recognized that the majority of non-facilities scale-up costs cannot be capitalized and amortized under US GAAP); (b) costs of basic research with respect to the Intrexon Channel Technology and Intrexon Materials (i.e., platform improvements) but, for clarity, excluding research described in Section 4.7 or research requested by the JSC for the development of a Fibrocell Product or an Improved Product (which research costs shall be reimbursed by Fibrocell); (c) [*****]; and (d) costs of filing, prosecution and maintenance of Intrexon Patents. The costs encompassed within subsection (a) above shall include the scale-up of Intrexon Materials and related active pharmaceutical ingredients for clinical trials and Commercialization of Fibrocell Products undertaken pursuant to Section 4.6, which shall be at Intrexon’s cost whether it elects to conduct such efforts internally or through Third Party contractors retained by either Intrexon or Fibrocell (with Intrexon’s consent).

  • Research Primary Investigator as part of a multi-site study (25 points) • Co-Investigator as part of a multi-site study (20 points) • Primary Investigator of a facility/unit based research study (15 points) • Co-Investigator of a facility/unit based research study (10 points) • Develops a unit specific research proposal (5 points) • Conducts a literature review as part of a research study (5 points)

  • Development Program A. Development activities to be undertaken (Please break activities into subunits with the date of completion of major milestones) B. Estimated total development time

  • Development Work The Support Standards do not include development work either (i) on software not licensed from CentralSquare or (ii) development work for enhancements or features that are outside the documented functionality of the Solutions, except such work as may be specifically purchased and outlined in Exhibit 1. CentralSquare retains all Intellectual Property Rights in development work performed and Customer may request consulting and development work from CentralSquare as a separate billable service.

  • Research Program The term “

  • Commercialization Plan At such times as the JGC will deem appropriate, the JGC will direct the Parties to mutually prepare a Worldwide Commercialization Plan, and the JGC will review and approve such initial Worldwide Commercialization Plan. Thereafter, the JGC will have one or the other Party (or both) update the Worldwide Commercialization Plan each calendar year, and the JGC will review and approve any such update or any other amendment to the Worldwide Commercialization Plan. Notwithstanding anything in this CCPS Agreement to the contrary, the Parties acknowledge and agree that (i) Bluebird may decline to perform any Commercialization activity proposed to be conducted by Bluebird in the Worldwide Commercialization Plan (other than Manufacturing of Vectors and associated Payloads), and (ii) the Worldwide Commercialization Plan will not include, and Bluebird will have no obligation to perform, any such Commercialization activity that Bluebird has declined to perform, provided that once Bluebird has agreed to perform a Commercialization activity, it will be obligated to perform, and cannot decline to perform, such activity. In addition, either Party may request at any time that the JGC consider and approve other updates to the Worldwide Commercialization Plan. Further: (a) The JGC will set the required form and contents of the Worldwide Commercialization Plan. The Worldwide Commercialization Plan will reflect a singular marketing and sales approach worldwide, and will specify, among other things, the number of sales reps in the U.S. for each Party, allocation of regions in the U.S. for each Parties’ sales force, creation of marketing materials, planning for conferences, and other marketing activities. CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. (b) Neither Party (itself or by or through any others, including any Affiliates or Sublicensees) will take any material action regarding the Commercialization of Licensed Product unless described in the Worldwide Commercialization Plan or approved by the JGC. (c) All Commercialization of Licensed Product for U.S. Administration will be conducted under the supervision of the JGC and as part of the U.S. Development & Commercialization Program. (d) Celgene will have final decision making authority for all Commercialization activities worldwide, including timing of launch and pricing and the Worldwide Development Plan.

  • 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.

Most Referenced Clauses

Most Referenced Definitions