Common use of Transfer of Manufacturing Technology Clause in Contracts

Transfer of Manufacturing Technology. (a) Promptly after the Effective Date, Company shall transfer to Licensee all then-existing and in-process inventory of IMMU-132 (totaling ***) (“Existing Inventory”), including a copy of all supporting batch records, in-process and release testing, GMP certifications and other documentation as reasonably required by Licensee. Company hereby represents and warrants to Licensee that all Existing Inventory has been manufactured and stored in accordance with GMP and all Applicable Laws, and that it complies in all respects with applicable specifications, which will be provided to Licensee as soon as practicable after the Effective Date. Further, Company shall assign and transfer to Licensee any existing manufacturer’s warranty with respect to the Existing Inventory to the extent allowed under any applicable agreement. The transfer price for such Existing Inventory shall be equal to Company’s Fully Burdened Cost of manufacturing, but not to exceed ***. Subject to the provision by Company to Licensee of reasonable documentation demonstrating such costs, such transfer price shall be paid by Licensee no later than *** after receipt of the Existing Inventory.

Transfer of Manufacturing Technology. (a) Promptly after the Effective Date, Company shall transfer to Licensee all then-existing and in-process inventory of IMMU-132 (totaling [***]) (“Existing Inventory”), including a copy of all supporting batch records, in-process and release testing, GMP certifications and other documentation as reasonably required by Licensee. Company hereby represents and warrants to Licensee that all Existing Inventory has been manufactured and stored in accordance with GMP and all Applicable Laws, and that it complies in all respects with applicable specifications, which will be provided to Licensee as soon as practicable after the Effective Date. Further, Company shall assign and transfer to Licensee any existing manufacturer’s warranty with respect to the Existing Inventory to the extent allowed under any applicable agreement. The transfer price for such Existing Inventory shall be equal to Company’s Fully Burdened Cost of manufacturing, but not to exceed [***]. Subject to the provision by Company to Licensee of reasonable documentation demonstrating such costs, such transfer price shall be paid by Licensee no later than [*** ] after receipt of the Existing Inventory.

Transfer of Manufacturing Technology. (a) Promptly after the Effective Date, Company shall transfer to Licensee all then-existing and in-process inventory of IMMU-132 (totaling ***[ * ]) (“Existing Inventory”), including a copy of all supporting batch records, in-process and release testing, GMP certifications and other documentation as reasonably required by Licensee. Company hereby represents and warrants to Licensee that all Existing Inventory has been manufactured and stored in accordance with GMP and all Applicable Laws, and that it complies in all respects with applicable specifications, which will be provided to Licensee as soon as practicable after the Effective Date. Further, Company shall assign and transfer to Licensee any existing manufacturer’s warranty with respect to the Existing Inventory to the extent allowed under any applicable agreement. The transfer price for such Existing Inventory shall be equal to Company’s Fully Burdened Cost of manufacturing, but not to exceed ***[ * ]. Subject to the provision by Company to Licensee of reasonable documentation demonstrating such costs, such transfer price shall be paid by Licensee no later than **[ * ] after receipt of the Existing Inventory.