Vaxcyte Termination Clause Samples

Vaxcyte Termination. Solely with respect to a termination described in Sections 18.1, 19 and 23.2, Vaxcyte retains the option to direct Lonza (a) continue to provide some or all of the Services already ordered on a Production Scheduling Form or Services Schedule for up to twelve (12) months from the effective date of termination (to the extent possible in the event of termination under Section 19 and Section 23.2), at Vaxcyte’s expense, (b) provide assistance to Vaxcyte with technology transfer of the Manufacturing Process to another facility in accordance with Section 13.8, including entering into a written technology transfer project plan and fully supporting such technology transfer reasonably required by Vaxcyte for up to twenty four (24) months from the effective date of termination at [***] per hour as adjusted for inflation per Section 10.6, and (c) maintain any stability programs that were started prior to notice of termination or were planned to be started within [***] from such notice, at Vaxcyte’s expense. Fees paid for such continuing Services shall be either as agreed to prior to effective date of termination or determined in accordance with the CMSA if such determination took place during the Term. For clarity, this Section 18.4.3 shall not apply in the event the CMSA was terminated only as a result of Vaxcyte’s failure to timely pay undisputed invoices to Lonza properly issued pursuant to this CMSA.