Development and Marketing Sample Clauses
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Development and Marketing. AUTHORIZATIONS
5.1 Shire shall use reasonable efforts within 90 days from the Effective Date:
(a) to deliver to the Licensee (or its nominee) the Shire Know-How to the extent that it is reasonably necessary for the research and development of the Licensed Product by the Licensee in accordance with the Development Plan, the University Technology under Shire's possession or control;
(b) to deliv▇▇ ▇▇ the Licensee (or its nominee) the Shire Materials;
(c) transfer the investigational new drug application (filed with the FDA) relating to the development and use of Licensed Product to the Licensee; and
(d) transfer its rights and obligations to the Licensee under the clinical research services agreements relating to the phase I clinical studies ([...***...] and [...***...]) of the Licensed Product between Shire Pharmaceutical Development Inc. and Quintiles Inc. From the Effective Date, the Licensee shall bear the cost of and risk in such phase I studies.
5.2 For a period of 3 months following the Effective Date, Shire shall provide the Licensee with a reasonable amount of access during normal business hours to [...***...], and [...***...], as is reasonably necessary to teach the Shire Know-How to the Licensee, provided that, the personnel remain employed or engaged by Shire and such access is limited to no more than an aggregate of 25 person working days and no more than 2 working days in any working week. Shire shall not terminate the employment or engagement of any of the above personnel for 3 months following the Effective Date. Shire shall promptly inform the Licensee if, during such period, any of the relevant personnel cease to work for Shire. In the event that the Licensee requires additional access to Shire personnel, the Parties shall in good faith negotiate the cost to the Licensee of such access.
5.3 The Licensee shall:
(a) at [...***...], use its Reasonable Commercial Efforts to perform, or procure the performance of, the activities and services in the Development Plan;
(b) perform, or procure the performance of, any such activities and services with reasonable care and skill and ensure that personnel employed or engaged by it in the provision of any such activities and services are competent and have appropriate professional qualifications, training and experience;
(c) complete the Development Plan as expeditiously as reasonably possible using its Reasonable Commercial Efforts to meet and comply with the Timelines; and
(d) update Shire at regular i...
Development and Marketing. It is understood that no school employee will engage in the development or marketing of works during school district time, which do not benefit the school district. It is also understood that school district resources, including equipment, supplies, and facilities, will not be used for personal gain or marketing of a work.
Development and Marketing. 6-1 INSMED shall use reasonable commercial efforts to develop and market LICENSED PRODUCT for the INDICATIONS in the TERRITORY and, upon the request of FUJISAWA, shall promptly provide written information as to its development and commercial activities in that respect in the TERRITORY. FUJISAWA shall maintain such information in confidence to the extent it is and remains not publicly available and to the extent it is not required to be disclosed by law or in pursuance of any dispute resolution proceedings under Article 10-4 hereof.
6-2 INSMED desires to make available pharmaceutical product(s) which contains IGF-I, including, but not limited to, rhIGF-I/ rhIGFBP-3, for COMPASSIONATE USE in patients for serious or immediately life-threatening conditions for which no comparable or satisfactory alternative therapy is available. Accordingly, if after [REDACTED] following the Effective Date, FUJISAWA receives a written request for IGF-I PRODUCT for the COMPASSIONATE USE in a patient with said conditions in the TERRITORY and upon FUJISAWA’s written request to INSMED, INSMED, following a reasonable amount of time required to make the IGF-I PRODUCT, agrees to use its reasonable commercial efforts, taking into consideration all available pertinent information including safety and efficacy issues, to make IGF-1 PRODUCT directly available to the physician(s) treating such patient, in each case only for so long as there is no ongoing controlled clinical trial in the country where such COMPASSIONATE USE is being provided using a LICENSED PRODUCT for which the patient would be eligible and only until such time as an IGF-I PRODUCT is commercially available.
6-3 Upon request by either party after INSMED launch of a LICENSED PRODUCT, both parties hereto shall discuss in good faith and agree on how to determine which sales of the LICENSED PRODUCT should be included in the NET SALES.
Development and Marketing. The General Partner hereby is specifically authorized to enter into a Management Agreement which shall incorporate such terms and conditions as are more fully set forth in the Memorandum.
Development and Marketing. 3.1. In consideration of the rights granted to Memory under this Agreement, Memory shall use commercially reasonable efforts (i) to develop (through research, development, marketing and/or sublicensing activities, either alone or in collaboration with Third Parties) Finished [*] CONFIDENTIAL TREATMENT IS REQUESTED Products, and (ii) to register and market (either alone and/or in collaboration with Third Parties) Finished Products in the United States, Japan and in four countries of the European Union which Memory shall select from the group consisting of Germany, France, United Kingdom, Italy and Spain.
3.2. Neither Bayer nor a Bayer Affiliate shall have any obligation to provide Memory, a Memory Affiliate and/or a Sublicensee with any service or assistance as to (i) the non-clinical and clinical development of Compound and Finished Products, and (ii) the registration and marketing of Finished Products. Memory is solely responsible, and is hereby authorized by Bayer to contact a Third Party contractor in order to establish an ongoing supply of Compound which Memory needs for the non-clinical and clinical development of Finished Products as well as for marketing purposes. Bayer does not have any obligation to supply Memory with Compound.
Development and Marketing. 6.1 The Company shall not name Kite or any of its Affiliates (for the sole purpose of this Article 6.1, excluding the Company) as an entity responsible for any clinical trial for any Licensed Product in the Territory nor state or otherwise imply in any regulatory filing or other documentation relating to any clinical trial of any Licensed Product in the Territory (including, without limitation, any informed consent document) that Kite or any of its Affiliates has any responsibility or liability in connection with the conduct of such clinical trial, except for as required by any Governmental Authority.
6.2 The Company shall use its commercially reasonable efforts to launch, promote and sell the Licensed Product in the Territory.
Development and Marketing. 14.1 Fourth Shift will employ all MDBS Runtime Code which Fourth Shift believes in its reasonable business judgment to be beneficial to the development and performance of its MDBS-content Fourth Shift Applications.
14.2 Upon MDBS's request, Fourth Shift will provide testimonials by Fourth Shift respecting the benefits derived by Fourth Shift and its customers from use of MDBS database technology.
14.3 Upon request from MDBS, Fourth Shift will timely make available to MDBS for interview Fourth Shift technical and marketing staff who are knowledgeable regarding the advantages of any TITANIUM feature newly utilized in an MDBS-content Fourth Shift Application; provided further, that MDBS will draft TITANIUM Case Studies based upon those interviews and supporting information to be supplied by Fourth Shift, and Fourth Shift will cooperate with MDBS in the editing of those Case Studies to the satisfaction of MDBS and Fourth Shift.
14.4 For Fourth Shift customers requiring consulting assistance that Fourth Shift does not itself provide with respect to MDBS Runtime Code in its MDBS-content Fourth Shift Applications, Fourth Shift:
14.4.1 Will identify MDBS as the preferred supplier of such services;
14.4.2 Hereby consents to the performance by MDBS of any services requested of MDBS by a Fourth Shift customer; provided, however, that such services shall be performed by MDBS as an independent contractor solely responsible therefor, and Fourth Shift's consent is not and shall
14.5 Fourth Shift will continually make its marketing, sales, development, and customer support staff knowledgeable of the overall functionality and all significant features of the TITANIUM database technology. Fourth Shift will also make best efforts to ensure that all statements made by its representatives regarding MDBS technologies are accurate. If requested by Fourth Shift, MDBS will provide support in these undertakings.
14.6 Fourth Shift and MDBS will maintain and update, as appropriate, the established Web links and related activities.
14.7 Fourth Shift will include the standard MDBS "BUILT WITH TITANIUM" logo, as supplied by MDBS in object code, in the screens referenced in paragraph 15.6 for its MDBS content Fourth Shift Applications which utilize TITANIUM code.
Development and Marketing. Cost – means cost incurred by the CONTRACTOR for Development and Marketing Operations.
Development and Marketing. Assist SSC officials with information and developments related to Consumer Directed Health Plans. This assistance shall include:
Development and Marketing. Section 5.1. General.......................................... Section 5.2. Product Recalls.................................. Section 5.3. Trademarks.......................................