Common use of Translation of Product Materials Clause in Contracts

Translation of Product Materials. Unless otherwise directed by Zeltiq in its sole discretion, Distributor: (1) shall, at its expense using language experts reasonably familiar with aesthetic products and medical device terminology in the Territory for the Products (“Translators”), timely review all technical, labeling, advertising, marketing and training materials and all notices or other materials supplied by or on behalf of Zeltiq (collectively, “Product Materials”) as previously translated into one or more languages appropriate for the Territory, specially Portuguese. Distributor shall provide written feedback (“Translation Feedback”) regarding its review of the translated Product Materials to Zeltiq and/or its designate within forty-five (45) days of its receipt of translated Product Materials. Translation Feedback shall contain, at a minimum: (A) suggestions for corrections to the translated Product Materials consistent with the original English versions so as to maintain their accuracy and so as not to alter their content or meaning, consistent with the idioms and customs of the Territory (collectively or individually, a “Conforming Translation”), (B) copies of translated Product Materials as so corrected, (C) explanation of suggested corrections, or, in the case no corrections are suggested, (D) confirmation that the translated Product Materials suffice as Conforming Translations. (2) alternatively, as may be directed by Zeltiq in its sole discretion, Distributor shall translate, at its expense using Translators, all English versions of Product Materials into one or more languages appropriate for the Territory, specially Portuguese, to produce Conforming Translations. At least forty-five (45) days prior to distributing Products or using such translations in commerce, Distributor shall provide Zeltiq and/or its designate with copies of all translations for review and approval. Distributor shall make any changes to the translated Product Materials requested by Zeltiq and/or its designate in connection with a review of such materials. Distributor shall not distribute any translated Product Materials until Zeltiq has finally approved such materials in writing. Distributor hereby assigns all its rights in the translated Product Materials to Zeltiq and Zeltiq hereby grants Distributor a non-exclusive, non-transferable license during the Term to reproduce and distribute the translated Product Materials solely in connection with the distribution of the Products in accordance with this Agreement.

Translation of Product Materials. Unless otherwise directed by Zeltiq in its sole discretion, Distributor: (1) shall, at its expense using language experts reasonably familiar with aesthetic products and medical device terminology in the Territory for the Products (“Translators”), timely review all technical, labeling, advertising, marketing and training materials and all notices or other materials ZELTIQ CONFIDENTIAL supplied by or on behalf of Zeltiq (collectively, “Product Materials”) as previously translated into one or more languages appropriate for the Territory, specially Portuguese. Distributor shall provide written feedback (“Translation Feedback”) regarding its review of the translated Product Materials to Zeltiq and/or its designate within forty-five (45) days of its receipt of translated Product Materials. Translation Feedback shall contain, at a minimum: (A) suggestions for corrections to the translated Product Materials consistent with the original English versions so as to maintain their accuracy and so as not to alter their content or meaning, consistent with the idioms and customs of the Territory (collectively or individually, a “Conforming Translation”), (B) copies of translated Product Materials as so corrected, (C) explanation of suggested corrections, or, in the case no corrections are suggested, (D) confirmation that the translated Product Materials suffice as Conforming Translations. (2) alternatively, as may be directed by Zeltiq in its sole discretion, Distributor shall translate, at its expense using Translators, all English versions of Product Materials into one or more languages appropriate for the Territory, specially Portuguese, Territory to produce Conforming Translations. At least forty-five (45) days prior to distributing Products or using such translations in commerce, Distributor shall provide Zeltiq and/or its designate with copies of all translations for review and approval. Distributor shall make any changes to the translated Product Materials requested by Zeltiq and/or its designate in connection with a review of such materials. Distributor shall not distribute any translated Product Materials until Zeltiq has finally approved such materials in writing. Distributor hereby assigns all its rights in the translated Product Materials to Zeltiq and Zeltiq hereby grants Distributor a non-exclusive, non-transferable license during the Term to reproduce and distribute the translated Product Materials solely in connection with the distribution of the Products in accordance with this Agreement.

Translation of Product Materials. Unless otherwise directed by Zeltiq in its sole discretion, Distributor: (1) shall, at its expense using language experts reasonably familiar with aesthetic products and medical device terminology in the Territory for the Products (“Translators”), timely review all technical, labeling, advertising, marketing and training materials and all notices or other materials supplied by or on behalf of Zeltiq (collectively, “Product Materials”) as previously translated into one or more languages appropriate for the Territory, specially Portuguese. Distributor shall provide written feedback (“Translation Feedback”) regarding its review of the translated Product Materials to Zeltiq and/or its designate within forty-five (45) days of its receipt of translated Product Materials. Translation Feedback shall contain, at a minimum: (A) suggestions for corrections to the translated Product Materials consistent with the original English versions so as to maintain their accuracy and so as not to alter their content or meaning, consistent with the idioms and customs of the Territory (collectively or individually, a “Conforming Translation”), (B) copies of translated Product Materials as so corrected, (C) explanation of suggested corrections, or, in the case no corrections are suggested, (D) confirmation that the translated Product Materials suffice as Conforming Translations. (2) alternatively, as may be directed by Zeltiq in its sole discretion, Distributor shall translate, at its expense using Translators, all English versions of Product Materials into one or more languages appropriate for the Territory, specially Portuguese, Territory to produce Conforming Translations. At least forty-five (45) days prior to distributing Products or using such translations in commerce, Distributor shall provide Zeltiq and/or its designate with copies of all translations for review and approval. Distributor shall make any changes to the translated Product Materials requested by Zeltiq and/or its designate in connection with a review of such materials. Distributor shall not distribute any translated Product Materials until Zeltiq has finally approved such materials in writing. Distributor hereby assigns all its rights in the translated Product Materials to Zeltiq and Zeltiq hereby grants Distributor a non-exclusive, non-transferable license during the Term to reproduce and distribute the translated Product Materials solely in connection with the distribution of the Products in accordance with this Agreement.

Translation of Product Materials. Unless otherwise directed by Zeltiq EnteroMedics in its sole discretion, Distributor: (1) shall, at its expense using language experts reasonably familiar with aesthetic medical device products and medical device terminology in the Territory for the Products (“Translators”), timely review all technical, labeling, advertising, marketing and training materials and all notices or other materials supplied by or on behalf of Zeltiq EnteroMedics (collectively, “Product Materials”) as previously translated into one or more languages appropriate for the Territory, specially Portuguese. Distributor shall provide written feedback (“Translation Feedback”) regarding its review of the translated Product Materials to Zeltiq EnteroMedics and/or its designate designee within forty-five (45) days of its receipt of translated Product Materials. Translation Feedback shall contain, at a minimum: (A) suggestions for corrections to the translated Product Materials consistent with the original English versions so as to maintain their accuracy and so as not to alter their content or meaning, consistent with the idioms and customs of the Territory (collectively or individually, a “Conforming Translation”), (B) copies of translated Product Materials as so corrected, (C) explanation of suggested corrections, or, in the case no corrections are suggested, (D) confirmation that the translated Product Materials suffice as Conforming Translations. (2) alternatively, as As may be directed by Zeltiq EnteroMedics in its sole discretion, Distributor shall translate, at its expense using Translators, all English versions of Product Materials into one or more languages appropriate for the Territory, specially Portuguese, Territory to produce Conforming Translations. At least forty-five (45) days prior to distributing Products or using such translations in commerce, Distributor shall provide Zeltiq EnteroMedics and/or its designate designee with copies of all translations for review and approval. Distributor shall make any changes to the translated Product Materials requested by Zeltiq EnteroMedics and/or its designate designee in connection with a review of such materials. Distributor shall not distribute any translated Product Materials until Zeltiq EnteroMedics has finally approved such materials in writing. . (3) Distributor hereby assigns all its rights in the draft and final translated Product Materials to Zeltiq EnteroMedics, and Zeltiq EnteroMedics hereby grants Distributor a non-exclusivenonexclusive, non-transferable license during the Term to reproduce and distribute the final versions of translated Product Materials solely in connection with the distribution of the Products in accordance with and performance of Distributor’s obligations under this Agreement.