Updates and Technical Support. The license to the Licensed Product granted pursuant to Section 2.1 above includes access to any and all Updates (at no additional cost) that are available. Upgrades shall be made available at prices to be determined by agreement of the Parties. Upon Delivery or payment for such Update(s) or Upgrade(s), if any, such Update(s) or Upgrade(s) shall be deemed "Licensed Product". The Sublicensor shall promptly notify the Sublicensee of any and all available Updates and Upgrades developed by or on behalf of the Licensor and made available to the Sublicensor. An Update or Upgrade shall be deemed available when the Licensed Product incorporating such Update or Upgrade is in general commercial use and distribution by Licensor, and not merely in beta testing. Sublicensee shall implement all Upgrades, Deliverables delivered pursuant to a Statement of Work and Updates within thirty (30)

Updates and Technical Support. 6.1. During the term of this Agreement, mindSCOPE shall provide to Customer periodic updates. mindSCOPE reserves the right to discontinue support of non-current versions. mindSCOPE shall remotely provide technical support for the Products. Customer acknowledges that charges for software upgrades and technical support are included in the subscription. mindSCOPE reserves the right to discontinue support in the event Customer fails to provide payment, receive adequate training, or adhere to current hardware and software requirements. 6.2. Customer authorizes mindSCOPE to gather information either electronically or from Customer’s employees pertaining to end user hardware and software configuration for the purpose of providing support.

Updates and Technical Support. 6.1. During the term of this Agreement and provided all fees due hereunder have been paid, mindSCOPE shall provide to Customer periodic updates. Customer agrees not to transfer, sell or assign any prior version of the Products or superseded data to any third party. mindSCOPE may from time to time offer new versions of or additional modules to the Products. mindSCOPE reserves the right to discontinue support of non-current versions of the software upon notice to Customer. During the term and subject to the payment of the fees due hereunder, mindSCOPE shall provide technical support for the software in the form of telephonic or email support. 6.2. Customer authorizes mindSCOPE to gather information either electronically or from Customer’s employees pertaining to end user hardware and software configuration for the purpose of determining installation requirements and providing support. 6.3. Customer acknowledges that charges for software upgrades and technical support are included in the subscription. Under no circumstances does mindSCOPE warrant that Products will continue to function without ongoing periodic maintenance. mindSCOPE may from time to time offer new versions of mindSCOPE. Such new versions will be offered to Customer as a part of this License Agreement. mindSCOPE reserves the right to discontinue support in the event Customer fails to: provide payment, receive adequate training, or comply with current hardware, software or system requirements as determined by mindSCOPE.

Updates and Technical Support. Some updates may be technically or legally necessary and the acquirer acknowledges that if the Software is not updated, it may become partially or totally inoperative, or its functionality will not meet the legislative or technical requirements for its use. Software updates are provided solely via the Internet and may alter, modify, add, or remove or disable certain features of the Software or the Software as a whole. The author does not guarantee the technical or user support of the Software.

Updates and Technical Support. 6.1 During the Term of this Agreement, and provided all fees due hereunder have been paid, Xxxxxx shall provide to Customer, periodic database and/or software updates (the “Updates”), as and when published. At Arslan’s request, Customer shall immediately return all superseded Product to Xxxxxx. Customer agrees not to transfer, sell, or assign any prior version of the Product or any superseded data to any third party. Updates are not guaranteed to be published every month, and Customer’s payment(s) shall be due regardless of whether an Update is released in any given month. Arslan may from time- to-time offer new versions of or additional modules to the Product. Such new version or additional modules will be offered to Customer at Arslan’s then current list price and may be licensed at the option of the Customer. Xxxxxx reserves the right to discontinue support of non-current versions of the Software upon notice to Customer. During the term of this Agreement and subject to the payment of the fees due hereunder, Xxxxxx shall provide technical support for the Software in the form of toll-free telephonic support. Information regarding support hours shall be as set forth, from time to time, at the AccuVision- 0X.xxx 6.2 Customer acknowledges that Xxxxxx has licensed the Product from Xxxxxxxx International, Inc. (“Xxxxxxxx”) and that Xxxxxxxx may elect to end-of-life the Product at any point during the term. In such case, Arslan will provide, at no additional charge to Customer, the applicable replacement product of substantially equivalent (or increased) functionality provided that same is provided by Xxxxxxxx to Arslan. In the event that the license between Xxxxxx and Xxxxxxxx is terminated for any reason whatsoever, Xxxxxx shall be entitled to terminate its sublicense of the Product to the Customer, in which event the Customer shall have no recourse against Xxxxxx other than to be reimbursed the pro rata amount of any prepaid fees paid by the Customer for the then current term. 6.3 Customer authorizes Xxxxxx to gather information (either electronically, or from Customer’s employees) pertaining to end user hardware and software configuration for the purpose of determining installation requirements and providing support.

Updates and Technical Support. Haply may, at its discretion, provide updates, upgrades, bug fixes, modifications, enhancements and new releases and versions to the Software (“Updates”) but Haply has no obligation to do so or provide other technical support unless separately agreed in writing between You and Haply. If Haply makes an Update available, this Agreement will govern the Updates unless the Update is accompanied by a separate license in which case the terms of such license will govern.

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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.
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").
Updates and Upgrades Contractor grants to the Department a non-exclusive, non-transferable license to use upgrades and updates provided by Contractor during the term of the Contract. Such upgrades and updates are subject to the terms of the Contract. The Department shall download, distribute, and install all updates as released by Contractor during the length of the Contract, and Contractor strongly suggests that the Department also downloads, distributes, and installs all upgrades as released by Contractor during the length of the Contract. Contractor shall use commercially reasonable efforts to provide the Department with work-around solutions or patches to reported software problems that may affect the Department’s use of the software during the length of the Contract.
Technical Documentation Prior to commencement of the Tests on Completion, the Contractor shall supply to the Engineer the technical documentation as specified in the Employer’s Requirements. The Works or Section shall not be considered to be completed for the purposes of taking- over under sub-clause 10.1 [Taking Over of the Works and Sections] until the Engineer has received the technical documentation as defined in this sub-clause 5.7, the "history file" including design calculations and certain certification as well as any other documents required to meet the CE Marking requirements.
Research Support (a) Having regard to the resources reasonably available for such purposes, the Operator will cooperate with AHS to provide such participation by its Staff as may be reasonable in relation to the carrying out of research within the Province. (b) The Operator agrees to promptly notify AHS in the event that it undertakes or agrees to participate in any form of clinical trial, research project, instrument use, or similar activity which in any way relates to the Services provided under this Agreement. The Operator shall, upon request, provide AHS with written evidence of Client disclosure and consent to research.
Manufacturing Technology Transfer Upon AbbVie’s written request with respect to a given Collaboration CAR-T Product and Licensed Product, Caribou shall effect a full transfer to AbbVie or its designee (which designee may be an Affiliate or a Third Party Provider) of all Materials and Know-How Controlled by Caribou relating to the then-current process for the Manufacture of such Collaboration CAR-T Product and any corresponding Licensed Products (each, a “Manufacturing Process”). Caribou shall provide, shall cause its Affiliates to provide, and shall use Commercially Reasonable Efforts to assist AbbVie in causing all Third Party Providers to provide, all reasonable assistance requested by AbbVie to enable AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to implement each Manufacturing Process at the facilities designated by AbbVie. If requested by AbbVie, such assistance shall include facilitating the entering into of agreements with applicable Third Party suppliers relating to such Collaboration CAR-T Product and any corresponding Licensed Products. Without limitation of the foregoing, in connection with the Manufacturing Process and related transfer: (a) Caribou shall, and shall cause its Affiliates to, make available to AbbVie (or its Affiliate or designated Third Party Provider, as applicable), and shall use Commercially Reasonable Efforts to assist AbbVie in causing all Third Party Providers to make available to AbbVie, from time to time as AbbVie may request, all Materials and Manufacturing-related Know-How Controlled by Caribou relating to each Manufacturing Process, including methods, reagents and processes and testing/characterization Know-How, and all documentation constituting material support, performance advice, shop practice, standard operating procedures, specifications as to Materials to be used, and control methods, that are necessary or reasonably useful to enable AbbVie (or its Affiliate or designated Third Party manufacturer, as applicable) to use and practice such Manufacturing Process; (b) Caribou shall cause all appropriate employees and representatives of Caribou and its Affiliates, and shall use Commercially Reasonable Efforts to assist AbbVie in causing all appropriate employees and representatives of Third Party Providers, to meet with employees or representatives of AbbVie (or its Affiliate or designated Third Party Provider, as applicable) at the applicable manufacturing facility at mutually convenient times to assist with the working up and use of each Manufacturing Process and with the training of the personnel of AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to the extent necessary or reasonably useful to enable AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to use and practice such Manufacturing Process; (c) Without limiting the generality of this Section 4.4.2, Caribou shall cause all appropriate analytical and quality control laboratory employees and representatives of Caribou and its Affiliates, and shall use Commercially Reasonable Efforts to assist AbbVie in causing all appropriate analytical and quality control laboratory employees and representatives of Third Party Providers, to meet with employees or representatives of AbbVie (or its Affiliate or designated Third Party Provider, as applicable) at the applicable manufacturing facility and make available all necessary equipment, at mutually convenient times, to support and execute the provision of all applicable analytical methods and the validation thereof (including all applicable Know-How, Information and Materials Controlled by Caribou, and sufficient supplies of all primary and other reference standards); (d) Caribou shall, and shall cause its Affiliates to, take such steps, and shall use Commercially Reasonable Efforts to assist AbbVie in causing Third Party Providers take such steps, as are necessary or reasonably useful to assist AbbVie (or its Affiliate or designated Third Party Provider, as applicable) in obtaining any necessary licenses, permits or approvals from Regulatory Authorities with respect to the Manufacture of the applicable Collaboration CAR-T Products and corresponding Licensed Products at the applicable facilities; and (e) Caribou shall, and shall cause its Affiliates to, provide, and shall use Commercially Reasonable Efforts to assist AbbVie in causing Third Party Providers to provide, such other assistance as AbbVie (or its Affiliate or designated Third Party Provider, as applicable) may reasonably request to enable AbbVie (or its Affiliate or designated Third Party Provider, as applicable) to use and practice each Manufacturing Process and otherwise to Manufacture the applicable Collaboration CAR-T Products and corresponding Licensed Products.
Research Use Reporting To assure adherence to NIH GDS Policy, the PI agrees to provide annual Progress Updates as part of the annual Project Renewal or Project Close-out processes, prior to the expiration of the one (1) year data access period. The PI who is seeking Renewal or Close-out of a project agree to complete the appropriate online forms and provide specific information such as how the data have been used, including publications or presentations that resulted from the use of the requested dataset(s), a summary of any plans for future research use (if the PI is seeking renewal), any violations of the terms of access described within this Agreement and the implemented remediation, and information on any downstream intellectual property generated from the data. The PI also may include general comments regarding suggestions for improving the data access process in general. Information provided in the progress updates helps NIH evaluate program activities and may be considered by the NIH GDS governance committees as part of NIH’s effort to provide ongoing stewardship of data sharing activities subject to the NIH GDS Policy.
Statement of Work The Statement of Work to which Grantee is bound is incorporated into and made a part of this Grant Agreement for all purposes and included as Attachment A.
Manufacturing Services Jabil will manufacture the Product in accordance with the Specifications and any applicable Build Schedules. Jabil will reply to each proposed Build Schedule that is submitted in accordance with the terms of this Agreement by notifying Company of its acceptance or rejection within three (3) business days of receipt of any proposed Build Schedule. In the event of Jabil’s rejection of a proposed Build Schedule, Jabil’s notice of rejection will specify the basis for such rejection. When requested by Company, and subject to appropriate fee and cost adjustments, Jabil will provide Additional Services for existing or future Product manufactured by Jabil. Company shall be solely responsible for the sufficiency and adequacy of the Specifications [***].
Clinical Supply In connection with the Technology Transfer, Lexicon shall transfer to Sanofi any usable inventory of Licensed Compound or Licensed Product, subject to Lexicon’s retention of reasonable requirements of such Licensed Compound or Licensed Product for its T1DM Development activities no later than [**] (or such other date as is agreed by the Parties), and Lexicon’s Manufacturing Cost paid to Lexicon CMOs for such transferred quantities of inventory shall be treated as Development Costs and borne by the Parties in accordance with Section 7.6. Prior to the completion of the Technology Transfer in accordance with Section 6.2, Lexicon shall, to the extent requested by Sanofi and as mutually agreed by the Parties, supply clinical quantities of the Licensed Products and placebo for use by Sanofi in the Development of Licensed Products for T2DM in accordance with the Development Plan, and Lexicon’s Manufacturing Cost incurred in connection therewith shall be treated as Development Costs. After the Technology Transfer, Sanofi shall supply clinical quantities of the Licensed Products and placebo reasonably required by Lexicon for Lexicon’s use in the Development of Licensed Products for T1DM in accordance with the Development Plan and for its own use in the Development of Licensed Products. Lexicon shall Manufacture (or have Manufactured) all such Licensed Product in accordance with Applicable Law and the applicable specifications therefor, including, to the extent required by Applicable Law, cGMP; provided that Lexicon’s liability arising from a breach by the CMO of its agreement with Lexicon shall be limited to such recoveries as are obtained by Lexicon using Commercially Reasonable Efforts to obtain such recoveries and such other remedies as may be available to Lexicon for such breach under its agreement with such CMO. Otherwise, Sanofi’s sole and exclusive remedy and Lexicon’s sole and exclusive liability to Sanofi for any nonconformity shall be for Lexicon to replace such nonconforming Licensed Compound or Licensed Product with conforming Licensed Compound or Licensed Product within reasonable timelines to be mutually agreed by the Parties in writing, but nothing in this Section 6.1.1 shall limit Lexicon’s liability for Third Party Claims under ARTICLE 11. At either Party’s option, Lexicon and Sanofi shall enter into a clinical supply agreement and a reasonable and customary Quality Agreement that shall set forth the terms and conditions upon which Lexicon and any of its Affiliates will conduct their quality activities in connection with such supply, including (i) a right of Sanofi to audit Lexicon and the Lexicon CMOs, (ii) coordination regarding inspections by Regulatory Authorities and (iii) the exchange of information between the Parties regarding the foregoing and quality issues in general. Such agreements shall be negotiated and agreed by the Parties in good faith.

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