Toll Packaging Sample Clauses

Toll Packaging. (1) As soon as reasonably practicable following the execution and delivery of this Agreement, an Affiliate of M and MSDIS shall enter into a Toll Packaging Agreement in the form attached hereto as Exhibit 6 (with such variations as may be necessary to comply with local laws and regulations), pursuant to -26- <PAGE> which the Affiliate of M will package the finished Cholesterol Products for sale in the EMEA. The Toll Packaging Agreement will provide, among other things, that the Affiliate of M may arrange for one of its Affiliates, a Third Party or an Affiliate of S-P to toll package any or all of the Cholesterol Products on behalf of the Affiliate of M. (2) In the event that, and for so long as, S-P (or a S-P Affiliate) is responsible for the supply and distribution of Cholesterol Products in the EMEA pursuant to Section 2.1(e)(2), then S-P, or its designated Affiliate, shall also assume all of MSDIS's rights and responsibilities to package Cholesterol Products in the EMEA as set forth in the Toll Packaging Agreements entered into pursuant to Section 2.1(f)(1). MSDIS, S-P (or its designated Affiliate) and the applicable Affiliates of M shall amend the Toll Packaging Agreements and/or perform such other acts as are necessary to substitute S-P (or its designated Affiliates) for MSDIS and the M Affiliates as parties to the Toll Packaging Agreements and to assign and transfer to S-P (or its designated Affiliate) all of MSDIS's and the M Affiliates' rights and obligations under the Toll Packaging Agreements with respect to Cholesterol Products in the EMEA. (g) Sub-Distribution Agreements. As soon as reasonably practicable following the execution and delivery of this Agreement: (1) With respect to the EMEA Co-Promotion Countries, the Local Affiliates of M will enter into Sub-Distribution Agreements in the form attached hereto as Exhibit 7 (with such variations as may be necessary to comply with local laws and regulations), with MSDIS pursuant to which each M Local Affiliate will purchase finished, packaged Cholesterol Products from MSDIS for sale in the EMEA Co-Promotion Countries. (2) With respect to the EMEA Co-Branding Countries, Local Affiliates of each of M and S-P will enter into separate, identical (except for the name of the Local Affiliate) Sub-Distribution Agreements in the form attached hereto as Exhibit 7 (with such variations as may be necessary to comply with local laws and regulations), with MSDIS pursuant to which such M and S-P Local Affiliates ...
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Toll Packaging. (1) As soon as reasonably practicable following the execution and delivery of this Agreement, an Affiliate of M and MSDIS shall enter into a Toll Packaging Agreement in the form attached hereto as Exhibit 6 (with such variations as may be necessary to comply with local laws and regulations), pursuant to which the Affiliate of M will package the finished Cholesterol Products for sale in the EMEA. The Toll Packaging Agreement will provide, among other things, that the Affiliate of M may arrange for one of its Affiliates, a Third Party or an Affiliate of S-P to toll package any or all of the Cholesterol Products on behalf of the Affiliate of M.
Toll Packaging. (1) As soon as reasonably practicable following the execution and delivery of this Agreement, separate Toll Packaging Agreements in the form attached hereto as Exhibit 6 (with such variations as may be necessary to comply with local laws and regulations), relating to the packaging of Cholesterol Products for sale by M and its Affiliates in Latin America shall be entered into between MSDIL and an M Affiliate and S-P Affiliate, respectively, pursuant to which (i) the M Affiliate will package the finished Combination Products, and (ii) the S-P Affiliate will package the finished Ezetimibe Monotherapy Product, in each case, for sale by M and its Affiliates in Latin America.
Toll Packaging. (1) As soon as reasonably practicable following the execution and delivery of this Agreement, separate Toll Packaging Agreements in the form attached hereto as Exhibit 6 (with such variations as may be necessary to comply with local laws and regulations), relating to the packaging of Cholesterol Products for sale by (x) M and its Affiliates in Far East Co-Marketing Countries, and (y) M and its Affiliates in Far East Single Presence Countries in which M has been deemed to have the single presence, and (z) the Parties in Far East Co-Promotion Countries (other than China), shall be entered into between MSDAPS and an M Affiliate and S Affiliate, respectively, pursuant to which (i) the M Affiliate will package the finished Combination Products and (ii) the S-P Affiliate will package the finished Ezetimibe Monotherapy Product, in each case, for sale in the Far East.

Related to Toll Packaging

  • Packaging Tangible product shall be securely and properly packed for shipment, storage, and stocking in appropriate, clearly labeled, shipping containers and according to accepted commercial practice, without extra charge for packing materials, cases, or other types of containers. All containers and packaging shall become and remain Customer’s property.

  • Labeling and Packaging Seller shall label and package Products in accordance with applicable Legal Requirements and Specifications and shall include a unique identifying lot number.

  • API If the Software offers integration capabilities via an API, your use of the API may be subject to additional costs or Sage specific policies and terms and conditions (which shall prevail in relation to your use of the API). You may not access or use the API in any way that could cause damage to us or the Software, or in contravention of any applicable laws. We reserve the right in our sole discretion, to: (i) update any API from time to time; (ii) place limitations around your use of any API; and (iii) deny you access to any API in the event of misuse by you or to otherwise protect our legitimate interests.

  • Packaging and Labeling Seller shall properly xxxx, xxxx, and ship Goods and provide Buyer with shipment documentation showing the Order number, Seller’s identification number for the subject Goods, the quantity of goods in shipment and the number of cartons or containers in the shipment.

  • Manufacturing (a) The Supplier shall without limitation be responsible, at no additional cost to the Purchaser, for: sourcing and procuring all raw materials for the Products; obtaining all necessary approvals, permits and licenses for the manufacturing of the Products; providing sufficient qualified staff and workers to perform the obligations under this Purchase Agreement; implementing and maintaining effective inventory and production control procedures with respect to the Products; and handling other matters as reasonably requested by the Purchaser from time to time.

  • Packing 9.1 The supplier shall provide such packing of the goods as is required to prevent their damage or deterioration during transit to their final destination, as indicated in the contract. The packing shall be sufficient to withstand, without limitation, rough handling during transit and exposure to extreme temperatures, salt and precipitation during transit, and open storage. Packing, case size and weights shall take into consideration, where appropriate, the remoteness of the goods’ final destination and the absence of heavy handling facilities at all points in transit.

  • Labeling Upon request, Lessee will xxxx the Equipment indicating Lessor's interest with labels provided by Lessor. Lessee will keep all Equipment free from any other marking or labeling which might be interpreted as a claim of ownership.

  • Shipment Dell will ship the APEX System to the Site when included as part of the APEX Service. The terms and process for shipment and delivery of the APEX System will be stated in the applicable Service Offering Description.

  • Borrower Products Except as described on Schedule 5.11, no Intellectual Property owned by Borrower or Borrower Product has been or is subject to any actual or, to the knowledge of Borrower, threatened litigation, proceeding (including any proceeding in the United States Patent and Trademark Office or any corresponding foreign office or agency) or outstanding decree, order, judgment, settlement agreement or stipulation that restricts in any manner Borrower’s use, transfer or licensing thereof or that may affect the validity, use or enforceability thereof. There is no decree, order, judgment, agreement, stipulation, arbitral award or other provision entered into in connection with any litigation or proceeding that obligates Borrower to grant licenses or ownership interest in any future Intellectual Property related to the operation or conduct of the business of Borrower or Borrower Products. Borrower has not received any written notice or claim, or, to the knowledge of Borrower, oral notice or claim, challenging or questioning Borrower’s ownership in any Intellectual Property (or written notice of any claim challenging or questioning the ownership in any licensed Intellectual Property of the owner thereof) or suggesting that any third party has any claim of legal or beneficial ownership with respect thereto nor, to Borrower’s knowledge, is there a reasonable basis for any such claim. Neither Borrower’s use of its Intellectual Property nor the production and sale of Borrower Products infringes the Intellectual Property or other rights of others.

  • Product ACCEPTANCE Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User(s) shall have thirty (30) days from the date of delivery to accept hardware products and sixty (60) days from the date of delivery to accept all other Product. Where the Contractor is responsible for installation, acceptance shall be from completion of installation. Failure to provide notice of acceptance or rejection or a deficiency statement to the Contractor by the end of the period provided for under this clause constitutes acceptance by the Authorized User(s) as of the expiration of that period. The License Term shall be extended by the time periods allowed for trial use, testing and acceptance unless the Commissioner or Authorized User agrees to accept the Product at completion of trial use. Unless otherwise provided by mutual agreement of the Authorized User and the Contractor, Authorized User shall have the option to run testing on the Product prior to acceptance, such tests and data sets to be specified by User. Where using its own data or tests, Authorized User must have the tests or representative set of data available upon delivery. This demonstration will take the form of a documented installation test, capable of observation by the Authorized User, and shall be made part of the Contractor’s standard documentation. The test data shall remain accessible to the Authorized User after completion of the test. In the event that the documented installation test cannot be completed successfully within the specified acceptance period, and the Contractor or Product is responsible for the delay, Authorized User shall have the option to cancel the order in whole or in part, or to extend the testing period for an additional thirty (30) day increment. Authorized User shall notify Contractor of acceptance upon successful completion of the documented installation test. Such cancellation shall not give rise to any cause of action against the Authorized User for damages, loss of profits, expenses, or other remuneration of any kind. If the Authorized User elects to provide a deficiency statement specifying how the Product fails to meet the specifications within the testing period, Contractor shall have thirty (30) days to correct the deficiency, and the Authorized User shall have an additional sixty (60) days to evaluate the Product as provided herein. If the Product does not meet the specifications at the end of the extended testing period, Authorized User, upon prior written notice to Contractor, may then reject the Product and return all defective Product to Contractor, and Contractor shall refund any monies paid by the Authorized User to Contractor therefor. Costs and liabilities associated with a failure of the Product to perform in accordance with the functionality tests or product specifications during the acceptance period shall be borne fully by Contractor to the extent that said costs or liabilities shall not have been caused by negligent or willful acts or omissions of the Authorized User’s agents or employees. Said costs shall be limited to the amounts set forth in the Limitation of Liability Clause for any liability for costs incurred at the direction or recommendation of Contractor.

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