SYN Sample Clauses

SYN. X and PBM wish to work together to advance their common goal of developing, producing and distributing point of care rapid assay products produced by PBM utilizing biomarkers and protein targets supplied by SYN.X.
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SYN. X agrees to take such measures as it deems necessary and appropriate with respect to obtaining and maintaining patent protection for the Reagents in such jurisdictions as SYN.X in its sole discretion may determine.
SYN. X agrees from time to time to supply PBM with such quantities of each Reagent as is reasonably required to enable PBM to produce sample POC Rapid Assays for the clinical trials and other studies to be conducted by SYN.X.
SYN. X agrees to be primarily responsible, working and cooperating with PBM, for the development of manufacturing and other specifications to be met by each batch of Reagent to be supplied by SYN.X for commercial use by PBM in the production of POC Rapid Assays (the “Reagent Specifications”).
SYN. X agrees to work and cooperate with PBM (who shall have primary responsibility) in the development of each POC Rapid Assay to be produced by PBM utilizing Reagents supplied by SYN.X (the “POC Rapid Assay Specifications”).
SYN. X agrees that all of its activities with respect to the research and development of Reagents, obtaining and maintaining patent and other intellectual property protection for the Reagents, conducting clinical and other trials, and its other activities working and cooperating with PBM as contemplated in this Section 2.1, shall be at the sole cost and expense of SYN.X.
SYN. X shall not, directly or indirectly, supply, provide, sell, distribute, or deliver Reagents for use in point of care rapid assay products to any person other than PBM except to the extent set forth in Section 3.3 hereof. *** Certain information on this page has been omitted and filed separately with the Commission pursuant to a request for Confidential Treatment. Nothing herein shall be deemed to preclude SYN.X from supplying, providing, selling or distributing Reagents that are used in rapid assay products utilized in a hospital’s central clinical laboratory or in a reference laboratory setting or in rapid assay products that can be used in any instrument with random access capability and/or any instrument with the ability to analyze multiple samples.
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SYN. X shall produce, deliver and supply to PBM, FOB PBM’s production facility, on a timely basis, sufficient quantities of Reagents that shall meet the Reagent Specifications, so as to enable PBM to produce POC Rapid Assays that meet the POC Rapid Assay Specifications.
SYN. X shall be compensated for its activities hereunder as set forth elsewhere in this Agreement including without limitation Article 5 hereof.

Related to SYN

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  • 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.

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  • Patent Rights The term “

  • Licensed Patents Immune Design, at its expense, shall have the first right to file, prosecute and maintain all Licensed Patents for which Immune Design has any exclusive rights under this Agreement using patent counsel reasonably approved by IDRI, including conducting any interferences, reexaminations, reissues, oppositions, or request for patent term extension relating thereto. Immune Design shall conduct such filing, prosecution and maintenance in good faith, taking into consideration IDRI’s retained rights hereunder, and consistent with reasonable business judgment, provide IDRI with all relevant or material documentation and proposed filing in the Territory so that IDRI may be concurrently and promptly informed of the continuing prosecution, and consult with IDRI with regards to Immune Design’s patent strategy with the Licensed Patents for which Immune Design has any exclusive rights under this Agreement. Licensed Patents in the name of IDRI shall remain in the name of IDRI. Immune Design shall use commercially reasonable efforts to ***, as applicable. To the extent such ***, Immune Design shall provide IDRI reasonable opportunity to review and comment on such prosecution efforts regarding such Licensed Patents in the Territory, and any IDRI comments will be reasonably considered in such prosecution efforts, and included to the extent affecting the IDRI Exclusive Field or IDRI Territory, as the case may be. If Immune Design determines in its sole discretion to abandon or not maintain any Licensed Patent for which Immune Design has any exclusive rights under this Agreement in the Territory, then Immune Design shall promptly provide IDRI with written notice of such determination at least sixty (60) days before any deadline for taking action to avoid abandonment and shall provide IDRI with the right, opportunity and reasonable assistance to prepare, file, prosecute and maintain such Licensed Patent in the applicable jurisdiction in IDRI’s sole discretion and at IDRI’s expense, provided that Immune Design shall provide such reasonable assistance at its *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. own costs and expenses. If IDRI elects to prepare, file, prosecute and maintain such Licensed Patent in such jurisdiction for which Immune Design has any exclusive rights, then Immune Design’s license rights to such Licensed Patent in such country will become nonexclusive in such country under such Licensed Patent (and/or patent application). If IDRI desires Immune Design to file, in a particular jurisdiction, a Licensed Patent for which Immune Design has any exclusive rights under this Agreement that claims priority to another Licensed Patent for which Immune Design has any exclusive rights under this Agreement, IDRI shall provide written notice to Immune Design requesting that Immune Design file such patent application in such jurisdiction. If IDRI provides such written notice to Immune Design, Immune Design shall either (i) file and prosecute such patent application and maintain any patent issuing thereon in such jurisdiction and the Parties shall share the related costs and expenses (A) in countries *** on the basis of *** percent (***%) Immune Design: *** percent (***%) IDRI or (B) in countries within the IDRI Territory equally; or (ii) notify IDRI that Immune Design does not desire to file such patent application in such jurisdiction and provide IDRI with the opportunity to file and prosecute such patent application, provided that if IDRI files and prosecutes such patent application in such jurisdiction, then Immune Design’s license rights to such License Patent in such country will become nonexclusive in such country under such Licensed GLA Patent (and/or patent application). Immune Design shall be responsible for the costs and expenses incurred in connection with its own activities for filing, prosecuting and maintaining the Licensed Patents; IDRI shall be responsible for monitoring of such activities by IDRI.

  • Licensee Licensee represents and warrants that:

  • 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.

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