Planned Products definition
Examples of Planned Products in a sentence
Schedule 3.5(d) sets forth the name of each Person that Seller or Company is negotiating or otherwise communicating with (or has negotiated or otherwise communicated with at any time during the twenty-four (24) months prior to the date hereof) regarding such Person’s potential private labeling and/or reselling of any of the Existing Products and Services or Planned Products and Services.
If pursuant to Section 15 or otherwise, OEM develops, either solely or jointly with RTI, any Planned Products, OEM shall, to the extent RTI submits and OEM accepts Purchase Orders therefor pursuant to Section 3.01, manufacture such Planned Products for RTI pursuant to and in accordance with this Agreement.
In respect of the Planned Products, the Company has delivered to Parent the results of all prior art searches, freedom-to-operate opinions, and infringement investigations conducted or prepared by it or on its behalf.
With respect to each of the Planned Products and Services, Schedule 3.5(c) also describes the work required to be finished in order to begin offering such Planned Products and Services for sale or license and the anticipated finish date for such work.
To the extent that OEM’s performance of its obligations under this Section 2.03(b) to assist and cooperate with RTI to qualify and otherwise prepare a second source to manufacture Products and any then-existing Planned Products require substantial effort or material cost, then OEM shall promptly so notify RTI, and such obligations shall then be conditioned upon OEM’s acceptance of a Service Schedule therefor under Section 15.
OEM shall accept all Purchase Orders submitted by RTI for Products and any Planned Products; provided, however, that OEM will not be required to accept Purchase Orders (i) that designate a delivery date(s) less than the time periods specified above, or for a quantity of Product on the specified delivery date(s) that exceeds the sum of Products specified on the Binding Forecast, or (ii) that are not in conformity with the applicable requirements of this Agreement.
All of the technology included in the Existing Products and/or the Planned Products was developed (i) by employees or contractors of Target without the unlawful or unauthorized use of any third party technology or Intellectual Property Rights, and (ii) after the expiration of any period of non-competition that would restrict such development as set forth in any agreement with any third party.
Immediately after the Closing Date, Seller shall provide Purchaser with access to all source code and methodologies related to the Existing Products and Services and Planned Products and Services, including all documentation related thereto.
Schedule 3.5(c) sets forth all of the Existing Products and Services or Planned Products and Services that incorporate, use or rely on any products or services, including any Intellectual Property, of any other Person, whether such Person is Seller, a Seller Affiliate (other than Company) or a Person not Affiliated with Seller (the “Third-Party Items”).