Common use of Technology Transfer to BMS Clause in Contracts

Technology Transfer to BMS. Without limiting the licenses and other rights and obligations under this Agreement (including the rights granted to BMS under Article 7, and Ambrx’s obligation to transfer Ambrx Manufacturing Technology and Manufacturing Technology Documentation under Article 6), Ambrx shall, at no additional charge to BMS, deliver, and cause its Affiliates, to deliver, to BMS within thirty (30) days following the Effective Date (and, thereafter during the Research Term, no less frequently than on a quarterly basis and more frequently upon reasonable request by BMS) all data, information and reports in its possession relating to Compounds, tangible embodiments of Ambrx Know-How which is reasonably necessary or useful for the Development, manufacture, and/or Commercialization of Product (including preclinical and clinical data (including target specificity, pharmacokinetics, pharmacodynamics, ADME, toxicology data and clinical study reports) in hard copy and electronic form (if available)), assays, protocols, procedures, reports, and Regulatory Materials; provided, however, Ambrx shall have no obligation to deliver Ambrx Manufacturing Technology and Manufacturing Technology Documentation except as set forth under Article 6. In addition, Ambrx shall promptly disclose to BMS’ Patent Contact any new Ambrx inventions that embody Ambrx Know-How or any new Ambrx Patents. Ambrx shall, upon reasonable request by BMS, provide BMS with copies, and permit inspection by BMS of, its raw data and information for purposes of supporting or maintaining the Regulatory Approval for Product. In addition, Ambrx shall, at no cost to BMS, provide reasonable consultation and assistance for the purpose of transferring to BMS such Ambrx Know-How to the extent reasonably necessary or useful for BMS to Develop and Commercialize Compound or Product in the Field.