Common use of Release of Escrow Materials and Technology Transfer Clause in Contracts

Release of Escrow Materials and Technology Transfer. If this Agreement is terminated by Purchaser in accordance with Sections 6.2(a) or 6.2(d) hereunder, Supplier hereby agrees (i) that, within fifteen (15) days of the termination of this Agreement, (A) the Escrow Materials shall be released into the possession of Purchaser and/or to Third Party manufacturers designated by Purchaser and (B) to the extent such information is not included in the Escrow Materials, to disclose to Purchaser (or to Third Party manufacturers designated by Purchaser) any and all reasonably available know-how necessary or useful in the manufacturing and production of Licensed Adjuvants supplied hereunder, including, without limitation, the preparation, testing and storage of such Licensed Adjuvants and the handling, storage and disposal of any residues or wastes generated thereby and deliver to Purchaser (or to Third Party manufacturers designated by Purchaser) all physical embodiments (including all documents and samples) of such know-how, (ii) immediately upon such termination, Supplier will grant to Purchaser a non-exclusive, perpetual, worldwide license (with the right to grant sublicenses) under the Licensed Technology to make, or have made, Licensed Adjuvants in the Field in the Territory, solely for the purpose of fulfilling Supplier’s responsibilities hereunder and under the LCA, and (iii) to provide Purchaser with technology transfer assistance in order to enable Purchaser to successfully manufacture Licensed Adjuvants necessary for the manufacture of Licensed Products whether Purchaser manufactures at its own facilities or contracts with Third Party manufacturers for the supply of Licensed Adjuvants, including the assistance described in Section 6.3(c)(i) below (clauses (i), (ii) and (iii) of this sentence collectively, a “Technology Transfer”).

Release of Escrow Materials and Technology Transfer. If this Agreement is terminated by Purchaser in accordance with Sections 6.2(a) or 6.2(d) hereunder, Supplier hereby agrees (i) that, within fifteen (15) days of the termination of this Agreement, (A) the Escrow Materials shall be released into the possession of Purchaser and/or to Third Party manufacturers designated by Purchaser and (B) to the extent such information is not included in the Escrow Materials, to disclose to Purchaser (or to Third Party manufacturers designated by Purchaser) any and all reasonably available know-how necessary or useful in the manufacturing and production of Licensed Adjuvants supplied hereunder, including, without limitation, the preparation, testing and storage of such Licensed Adjuvants and the handling, storage and disposal of any residues or wastes generated thereby and deliver to Purchaser (or to Third Party manufacturers designated by Purchaser) all physical embodiments (including all documents and samples) of such know-howknowhow, (ii) immediately upon such termination, Supplier will grant to Purchaser a non-exclusive, perpetual, worldwide license (with the right to grant sublicenses) under the Licensed Technology to make, or have made, Licensed Adjuvants in the Field in the Territory, solely for the purpose of fulfilling Supplier’s responsibilities hereunder and under the LCA, and (iii) to provide Purchaser with technology transfer assistance in order to enable Purchaser to successfully manufacture Licensed Adjuvants necessary for the manufacture of Licensed Products whether Purchaser manufactures at its own facilities or contracts with Third Party manufacturers for the supply of Licensed Adjuvants, including the assistance described in Section 6.3(c)(i) below (clauses (i), (ii) and (iii) of this sentence collectively, a “Technology Transfer”).