Site Restriction. All manufacturing of Contract Wafers will take place at the Facilities. If TSMC desires to manufacture Contract Wafers at another facility or transfer any Company Technology or Company Technical Information to another TSMC facility, it will give Company at least one hundred and eighty (180) days prior notice of the relocation to the new facility and the parties will mutually agree to a reasonable transition plan to avoid adverse impact on Company’s revenue stream. If Company notifies TSMC within ninety (90) days of its reasonable objection to the new location, TSMC will not transfer the manufacture of such materials to the new facility. If a transfer occurs, all transferred Contract Wafers and manufacturing processes will be requalified to the extent necessary. Company realizes that for reasons of higher volumes; lower defect density, newer equipment or backup capacity that a transfer to another factory may be in the best interest of both Parties. If the transfer to another facility is made because Company’s demand for Contract Wafers exceeds the manufacturing capacity initially established by the Parties or as a result of other Company requirements, the Parties shall mutually agree upon the allocation of additional costs caused by such transfer. If the transfer to another facility occurs solely for TSMC’s convenience or for other causes not directly related to Company interests, TSMC shall bear the costs of the transfer. Company will use reasonable efforts to rationalize the details relating to foundry transfers for both Parties benefit.
Site Restriction. All manufacturing of Contract Wafers will take place at the Facilities. If SMIC desires to manufacture Contract Wafers at another facility or transfer any Spansion Process Technology to another SMIC facility, it will give Spansion at least one hundred and eighty (180) days prior notice of the relocation to the new facility. If Spansion agrees to the transfer, the parties will mutually agree to a reasonable transition plan to avoid adverse impact on Spansion’s revenue stream. If Spansion notifies SMIC within ninety (90) days of its reasonable objection to the new location, SMIC will not transfer the manufacture of such materials to the new facility. Failure of the part of SMIC to give Spansion reasonable assurances of avoidance of an adverse impact on Spansion’s revenue stream shall be a basis for reasonable objection by Spansion to any such move. If an agreed upon transfer occurs, all transferred Contract Wafers and manufacturing processes will be re-qualified to the extent necessary. If the transfer to another facility occurs solely for SMIC’s convenience or for other causes not directly related to Spansion interests, SMIC shall bear the costs of the transfer. Any assistance by Spansion requested by SMIC which Spansion agrees to or deemed necessary by Spansion for any such transfer shall be paid for by SMIC at Spansion’s cost plus [*******]. [*******] Confidential treatment requested.
Site Restriction. Licensee shall use the Software only on the Computer and only at the Authorized Facility.
Site Restriction. 3.14.1 APT realizes that for reasons of higher volumes; lower defect density, continuous cost reduction or backup capacity that qualification of an additional or alternative factory may be in the best interest of both Parties. APT will make best effort to rationalize the details relating to fab transfers where both Parties benefit.
