Work Orders. The Products to be supplied and/or the Services to be performed under this Agreement shall be detailed or specified in one or more Work Orders, the first of which is attached to this Agreement as Exhibit A. Work Orders under this Agreement shall be issued in writing and shall reference this Agreement and shall become effective upon the signature of both Xxxxxxx and PPD. Any Work Order, or any part thereof, may be revised, supplemented or amended as reasonably required to achieve the Development Plan, but only through a Work Order amendment mutually agreed to in writing by both Parties (an “Amendment”), provided that Xxxxxxx shall not withhold their agreement to any Amendment to the extent reasonably necessary to enable PPD’s performance of the Development Plan in a manner resulting in the generation of the Option Criteria. In the event that PPD requests an Amendment to a given Work Order, the Parties shall draft a written change order (“Change Order”) containing an estimate of any Cost changes, effects on existing Deliverables and associated Deliverable Dates, as applicable. The Change Order will be the basis of the Amendment to the applicable Work Order and, upon the Parties agreement with respect to such Amendment, the services set forth therein shall be deemed to be Services as part of such Work Order. In the event there is a dispute regarding the Change Order or its terms, the dispute shall be resolved as specified in Article 14. In the event of any inconsistency between the terms of a Work Order and this Agreement, the terms of this Agreement shall govern.
Appears in 5 contracts
Samples: Mudelta Master Services Agreement, Topo Master Services Agreement (Pharmaceutical Product Development Inc), Mudelta Master Services Agreement (Pharmaceutical Product Development Inc)
Work Orders. The Products to be supplied and/or the All Services to shall be performed under this Agreement shall be detailed or specified in one or more Work Orders, the first of which is attached hereunder pursuant to this Agreement as Exhibit A. Work Orders under this Agreement shall be issued in writing and separately executed by the Parties that shall reference this Agreement and shall become effective upon be attached to the signature Statement of both Work as Exhibit X-0, Xxxxxxx X-0, Xxxxxxx X-0, etc. and PPDautomatically incorporated herein by reference. During the Term the AOC shall provide to Contractor a written Work Order with respect to the relevant Services it desires to be performed, including with respect to the AOC’s exercise of its Additional Functions Services Option hereunder as set forth under Section 2.3(b). Work Orders shall specify the Services to be provided, the Court or Courts, if any, to which the Services apply, the delivery schedule, the Deliverables, the corresponding criteria and procedures for the AOC’s Acceptance thereof and the payment schedule for the Services described in the Work Order. Any Changes introduced in a Work Order shall be subject to the Change Control Procedures. Upon receipt of each Work Order, Contractor shall have the right to accept or any part reject the relevant Work Order within ten (10) days of its receipt thereof. Except with respect to Contract Changes, may Contractor shall not be revised, supplemented or amended as reasonably required entitled to achieve the Development Plan, but only through reject a Work Order amendment mutually agreed to in writing by both Parties (an “Amendment”submitted under this Section 2.3(a), provided that Xxxxxxx shall not withhold their agreement to any Amendment to the extent reasonably necessary to enable PPD’s performance of the Development Plan in a manner resulting in the generation of the Option Criteria. In the event that PPD requests an Amendment to a given Work Order, the Parties shall draft a written change order (“Change Order”) containing an estimate of any Cost changes, effects on existing Deliverables and associated Deliverable Dates, as applicable. The Change Order will be the basis of the Amendment to the applicable Each Work Order and, upon the Parties agreement with respect entered into pursuant to such Amendment, the services set forth therein shall be deemed to be Services as part of such Work Order. In the event there is a dispute regarding the Change Order or its terms, the dispute shall be resolved as specified in Article 14. In the event of any inconsistency between the terms of a Work Order and this Agreement, the terms of this Agreement shall govern(i) reference and be deemed incorporated by this reference into this Agreement subject to all its terms.
Appears in 3 contracts
Samples: Master Services Agreement, Master Services Agreement, Master Services Agreement
Work Orders. The Products specific research or development activities to be supplied and/or performed, or other services to be provided, by Provider for each project under this Agreement (each, a “Project”) shall be separately specified on a Project-by-Project basis in writing on terms and in a form acceptable to the parties (each such writing, a “Work Order”). The Protocol(s) applicable to a particular Project shall be attached to, and are hereby incorporated by reference in, the corresponding Work Order. The Work Order for each Project will be attached hereto as a new “Work Order No. ” as part of Exhibit A. Each Work Order shall be signed by both parties and shall set forth, upon terms mutually agreeable to the parties, the specific Services to be performed under this Agreement shall be detailed or specified in one or more Work Ordersby Provider, the first of which is attached to this Agreement as Exhibit A. Work Orders under this Agreement shall be issued in writing time line and shall reference this Agreement and shall become effective upon schedule for the signature of both Xxxxxxx and PPD. Any Work Order, or any part thereof, may be revised, supplemented or amended as reasonably required to achieve the Development Plan, but only through a Work Order amendment mutually agreed to in writing by both Parties (an “Amendment”), provided that Xxxxxxx shall not withhold their agreement to any Amendment to the extent reasonably necessary to enable PPD’s performance of such Services and the Development Plan in compensation to be paid by Synthorx to Provider for the provision of such Services, as well as any other relevant terms and conditions. If a manner resulting in Project includes the generation development of the Option Criteria. In the event that PPD requests an Amendment to a given specific Work OrderProduct, the Parties shall draft a written change order (“Change Order”) containing an estimate of any Cost changes, effects on existing Deliverables and associated Deliverable Dates, as applicable. The Change Order will be the basis of the Amendment to the applicable Work Order and, upon the Parties agreement with respect to such Amendment, the services set forth therein shall be deemed to be Services as part specifications of such Work Product shall be set forth in the relevant Work Order. In If a Project involves a clinical trial or any other study the event there is a dispute regarding the Change Order results of which are expected or its termsintended to be submitted to any Regulatory Authority, the dispute relevant Work Order shall specify: (a) any particular laws, rules, regulations, guidelines and standards (e.g., cGMP) of any Regulatory Authority or other body that Provider is to comply with in performing such Project; and (b) any obligations to be transferred to Provider pursuant to 21 C.F.R. § 312.50 or other applicable laws, rules and regulations in connection with such Project. There shall be resolved as specified in Article 14no minimum or maximum number of Work Orders to be entered into under this Agreement. In the event Each Work Order shall be subject to all of any inconsistency between the terms and conditions of this Agreement, in addition to the specific details set forth in the Work Order. To the extent any terms or provisions of a Work Order conflict with the terms and provisions of this Agreement, the terms and provisions of this Agreement shall govern.control, except to the extent such Work Order specifically states the parties’ intent that such Work Order control with respect to a particular matter. The parties shall attach a copy of each Work Order to this Agreement, and each such Work Order shall be incorporated herein by reference. Any changes to such Work Order shall be in writing, executed by each party, attached to the original Work Order and incorporated therein and attached hereto as part of Exhibit A.
Appears in 2 contracts
Samples: Master Services Agreement (Synthorx, Inc.), Master Services Agreement (Synthorx, Inc.)
Work Orders. The Products From time to be supplied and/or time, the Services parties may agree that Consultant shall perform certain clinical development services, including project management, clinical trial site and study management, and essential document management relating to be performed Peninsula's products and clinical programs (the "SERVICES") under this Agreement shall be detailed or specified in one or more Work Orders, the first of which is attached to this Agreement as Exhibit A. . Each Work Orders under this Agreement Order shall be issued in writing agreed upon by the parties on a project-by-project basis, and shall set forth with specificity the following: (a) the specific Services to be performed by Consultant for such project; (b) the specific individuals who will be performing such Services on behalf of Consultant; (c) Consultant's fees for such Services; (e) the terms on which the Services covered by such Work Order may be terminated; and (f) all other matters pertinent to the completion of the Services. The Work Order for each project will be attached hereto and incorporated herein as a new "Work Order No. _____" as part of Schedule A. Each Work Order shall expressly reference this Agreement and shall become not be effective upon until it has been signed by both parties. To the signature of both Xxxxxxx and PPD. Any Work Order, or extent that any part thereof, may be revised, supplemented or amended as reasonably required to achieve the Development Plan, but only through terms set forth in a Work Order amendment mutually agreed to in writing by both Parties (an “Amendment”), provided that Xxxxxxx shall not withhold their agreement to any Amendment to the extent reasonably necessary to enable PPD’s performance of the Development Plan in a manner resulting in the generation of the Option Criteria. In the event that PPD requests an Amendment to a given Work Order, the Parties shall draft a written change order (“Change Order”) containing an estimate of any Cost changes, effects on existing Deliverables and associated Deliverable Dates, as applicable. The Change Order will be the basis of the Amendment to the applicable Work Order and, upon the Parties agreement conflict with respect to such Amendment, the services set forth therein shall be deemed to be Services as part of such Work Order. In the event there is a dispute regarding the Change Order or its terms, the dispute shall be resolved as specified in Article 14. In the event of any inconsistency between the terms of a Work Order and this Agreement, the terms of this Agreement shall governcontrol unless the Work Order specifically references this Agreement and indicates that the terms of the Work Order shall control. There shall be no minimum or maximum number of Work Orders that may be attached and incorporated herein. If Peninsula requests any changes with respect to a particular Work Order, Consultant will prepare an amended Work Order reflecting such changes. Upon Peninsula's written approval of the revised Work Order, such Work Order shall be deemed amended and incorporated herein as part of Schedule A, and Consultant shall perform the Services for the applicable project in accordance with such amended Work Order.
Appears in 1 contract
Samples: Master Consulting Services Agreement (Peninsula Pharmaceuticals Inc)