Examples of Approved OEM in a sentence
Joyoung shall have the right to manufacture such Products ordered by SharkNinja and its Affiliates, or have such Products manufactured by its Affiliates or an Approved OEM.
Joyoung shall use commercially reasonable efforts to ensure that each Approved OEM strictly complies with (or exceeds) all specifications for the Products of which Joyoung receives reasonable written notice from SharkNinja or that have been approved by SharkNinja (as such specifications may be amended or otherwise changed from time to time by SharkNinja upon reasonable advance written notice to Joyoung).
SharkNinja and its designated Affiliates shall have the right to perform quality inspections of (i) any Approved OEM’s facilities in conjunction with inspections conducted by Joyoung or its Affiliates, in each case subject to the terms of the applicable agreements with each such Approved OEM, and (ii) Joyoung and its Affiliates, in each case in connection with the Products.
SharkNinja shall own the entire right, title and interest to any Intellectual Property, and to any applicable portions of the Products and associated documentation that have been developed by Joyoung, its Affiliates or any Approved OEM specifically for SharkNinja pursuant to this Agreement, utilizing SharkNinja’s property and specifications.
To the extent Joyoung, its Affiliates or any Approved OEM develops or otherwise implements any improvements to its manufacturing, packaging and labeling processes that are not related to the Products (such improvements, “Supplier Created Intellectual Property”) as part of performing its obligations under this Agreement, Joyoung shall promptly notify SharkNinja of such improvements.
In consideration of the supply of Products and Joyoung’s other obligations pursuant to Article II, SharkNinja shall pay to Joyoung an amount determined on a cost-plus basis to be mutually and reasonably agreed between the Parties from time to time (based on Joyoung’s cost to manufacture Products ordered by SharkNinja and its Affiliates, or Joyoung’s cost to have such Products manufactured by an Approved OEM, as applicable) and set forth in each Purchase Order (collectively, the “Supply Fees”).
Without limitation to any remedies available to SharkNinja at Law, any violation of this Section 3.7, whether by Joyoung, its Affiliates or an Approved OEM, shall constitute an infringement of SharkNinja’s Intellectual Property rights, an act of counterfeiting, and a material breach of this Agreement.