Technology Transfer Support Sample Clauses

Technology Transfer Support. Upon written request by RBNC, AMGEN shall provide up to a total of [***] of transfer support (“Transfer Support”) to RBNC (and its Affiliates and designees) in connection with the transfer set forth in Section 2.5.1, including by providing RBNC (and its Affiliates and designees) with reasonable access by teleconference, as reasonably requested by RBNC, to personnel of AMGEN and its Affiliates familiar with the Licensed Know-How or Licensed Materials (only to the extent that such personnel are still employed by Amgen and its Affiliates at the time such access is granted by Amgen) to assist RBNC (and its Affiliates and designees) with the transfer and receipt of the Licensed Know-How and/or Licensed Materials, [***]. In the event that RBNC requests support from AMGEN beyond or in addition to the [***] of transfer support contemplated above, [***], which such support would be provided at the FTE Rate.
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Technology Transfer Support. Ascent Technical Assistance shall be provided as set forth in the Transition Services Agreement
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Technology Transfer Support. Promptly after the Effective Date and for a period of 6 months (“Transition Period”), Agenus will, at MiNK’s cost and expense, disclose and transfer to MiNK or its designee, in whatever form MiNK may reasonably request, all Licensed Know-How relating to any Product existing as of the Effective Date, all Assigned Know-How, and copies of tangible embodiments of all Assigned Intellectual Property and Licensed Technology existing as of the Effective Date. Thereafter during the Term, at MiNK’s request, Agenus will disclose and make available to MiNK or its designee, in whatever form MiNK may reasonably request, any additional Licensed Know-How, any additional Assigned Know-How, and any additional copies of tangible embodiments of all Assigned Intellectual Property and Licensed Technology that has not been previously transferred to MiNK.
Sample 1
Technology Transfer Support. Upon request, PROPAGENIX will provide SHUTTLE without charge up to four (4) hours of consultation to facilitate technology transfer if requested by SHUTTLE during the first six (6) months following the Effective Date. Should PROPAGENIX provide to SHUTTLE additional technology transfer support, it shall be charged at a rate of two hundred dollars per hour ($200/hour). Such consultation will be provided by telephone at such times during normal business hours as may be reasonably requested by SHUTTLE or by such other means and at such other times as the Parties may mutually agree.
Sample 1
Technology Transfer Support. OXB shall provide commercially reasonable support through the Technology Transfer to enable Client (or, if applicable pursuant to clause 13.2, Client’s Affiliate or Third-Party designee) to replicate the manufacturing Process developed by OXB as part of the Services, and to Manufacture the Vector conforming to the applicable Specifications. The Technology Transfer shall include SOPs identified in the Batch records and Specifications that are necessary to establish manufacturing of the Vector in accordance with the applicable Process, including proprietary OXB Intellectual Property Rights only to the extent incorporated into any Process developed for the Manufacture of the Vector pursuant to this Agreement. For clarity, OXB will not provide designs, specifications, and SOPs that are not specifically applicable to the Process or the Vector or that otherwise relate generally to the operation of any of its facilities and/or equipment unless and to the extent reasonably necessary to effect the provisions of this Article 13.
Sample 1
Technology Transfer Support. Following any request for a Technology Transfer in accordance with clause 13.1, OXB shall perform the Technology Transfer and shall provide commercially reasonable support during the Technology Transfer process to enable Client (or its Affiliate, Strategic Collaborator or a Third Party, as applicable) to replicate the manufacturing Process developed by OXB as part of the Services, and to manufacture Vector conforming to the applicable Specifications. The Technology Transfer shall include a list of all materials and SOPs identified in the Batch records and Specifications that are necessary to establish manufacturing of the Vector, including proprietary OXB Intellectual Property Rights only to the extent incorporated into any Process developed for the Vector pursuant to this Agreement. For clarity, OXB will not provide designs, specifications, and SOPs that are not specifically applicable to the Process or the Vector or that otherwise relates generally to the operation of any of its facilities and/or equipment and, in each case, are not necessary to manufacture the Vector.
Sample 1
Technology Transfer Support 
Sample 1
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Related to Technology Transfer Support

  • Technology Transfer Subject to the terms of the Development Supply Agreement, as soon as reasonably practicable, but in no event later than the fifth (5th) anniversary of the Effective Date, Alnylam shall initiate a technology transfer to MedCo, or to its Third Party manufacturer(s) of Licensed Product, selected by MedCo and reasonably acceptable to Alnylam, of Alnylam Know-How that is reasonably necessary or useful for the Manufacture of the Licensed Product, and shall make available its personnel on a reasonable basis to consult with MedCo or such Third Party manufacturer(s) with respect thereto, all at MedCo’s expense, including the Costs reasonably incurred by Alnylam in connection with such technology transfer activities. MedCo shall reimburse Alnylam such Costs incurred with respect to such Manufacturing technology transfer within [***] days after receipt of an invoice therefor. Alnylam and its Affiliates shall keep complete and accurate records in sufficient detail to enable the payments payable hereunder to be determined. Alnylam shall not be required to perform technology transfer to more than one Third Party manufacturer for each stage of the Licensed Product supply chain (i.e., Bulk Drug Substance, Bulk Drug Product and Finished Product). Promptly after MedCo’s written request, Alnylam shall use Commercially Reasonable Efforts to assign to MedCo any manufacturing agreement between Alnylam and a Third Party that is solely related to the manufacture of Licensed Products. Such assignment shall be subject to the terms and conditions of such agreement, including any required consents of such Third Party and MedCo’s written agreement to assume all the obligations of Alnylam under such agreement to be undertaken after such assignment, but Alnylam shall remain solely responsible for its obligations under such agreement arising prior to such assignment. Except as provided in the immediately preceding sentence, MedCo shall be solely responsible for contracting with such Third Party manufacturer (and any other Third Party manufacture to whom Alnylam has initiated technology transfer as set forth in this Section 5.3) for the supply of such Licensed Product and Alnylam shall have no obligations under such agreement between MedCo and such Third Party manufacturer. Alnylam shall use Commercially Reasonable Efforts to obtain any such consent in a form reasonably acceptable to MedCo.

  • 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.

  • TECHNICAL SUPPORT SERVICES 2.1 The technical support services (the "Services"): Party A agrees to provide to Party B the relevant services requested by Party B, which are specified in Exhibit 1 attached hereto ("Exhibit 1").

  • Product Support a. In the event that any goods delivered under this contract become defective or malfunction for any reason and at any time (even after the applicable warranty period has expired), including while “in-orbit” if integrated into a satellite, Seller shall promptly perform a failure verification or analysis and determine the appropriate corrective action at no additional cost to Buyer. Seller shall take the appropriate measures to correct all defects, determined to be Seller's responsibility, in all applicable documentation, undelivered goods, and delivered un-launched goods, as required by Buyer.

  • TAX SUPPORT SERVICES BNY Mellon shall provide the following tax support services for each Fund:  Provide various data and reports as agreed upon in the SLDs to support TRP’s tax reporting and tax filing obligations, including: · Wash sales reporting; · QDI reporting; · DRD reporting; · PFIC analysis; · Straddle analysis; · Paydown adjustments; · Equalization debit adjustments · Tax compliance under §851, §817(h); · Foreign bond sale analysis (§988); · Troubled debt analysis; · Estimation of income for excise tax purposes; · Swap analysis; · Inflation adjustments; · §1256 adjustments; · Market discount analysis; OID adjustments; · CPDI analysis; · Shareholder tax reporting information (e.g. FTC, UGG income, foreign source income by country, exempt income by state);  Provide data, and reports based on such data, maintained by BNY Mellon on its fund accounting platform as reasonably requested by TRP to support TRP’s obligations to comply with requests from tax authorities and TRP’s tax reporting and tax filing obligations.  Assist with other tax-related data needs as mutually agreed upon in writing from time-to-time.

  • Customer Support If Customer is entitled to receive Customer Support as part of a separately purchased Service Plan, Sage warrants that while Customer’s Service Plan is in effect and if it has paid all required Service Plan fees, Sage will use qualified personnel to provide Customer Support in a professional manner consistent with industry standards. Customer’s sole remedy under this section 5.2 is limited to Sage’s re-performance of the Customer Support services giving rise to Customer’s claim.

  • Compliance Support Services Provide compliance policies and procedures related to services provided by BNY Mellon and, if mutually agreed, certain of the BNY Mellon Affiliates; summary procedures thereof; and periodic certification letters. · Such Compliance Support Services are administrative in nature and do not constitute, nor shall they be construed as constituting, legal advice or the provision of legal services for or on behalf of a Fund or any other person, and such services are subject to review and approval by the applicable Fund and by the Fund’s legal counsel. · Provide access to Fund records so as to permit the Fund or TRP to test the performance of BNY Mellon in providing the services under this Agreement. · Such Compliance Support Services performed by BNY Mellon under this Agreement shall be at the request and direction of the Fund and/or its chief compliance officer (the “Fund’s CCO”), as applicable. BNY Mellon disclaims liability to the Fund, and the Fund is solely responsible, for the selection, qualifications and performance of the Fund’s CCO and the adequacy and effectiveness of the Fund’s compliance program.

  • Maintenance and Support Services As long as you are not using the Help Desk as a substitute for our training services on the Tyler Software, and you timely pay your maintenance and support fees, we will, consistent with our then-current Support Call Process:

  • Technical Support State Street will provide technical support to assist the Fund in using the System and the Data Access Services. The total amount of technical support provided by State Street shall not exceed 10 resource days per year. State Street shall provide such additional technical support as is expressly set forth in the fee schedule in effect from time to time between the parties (the “Fee Schedule”). Technical support, including during installation and testing, is subject to the fees and other terms set forth in the Fee Schedule.

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