Sutro Technology definition
Examples of Sutro Technology in a sentence
If Sutro becomes aware of any issues related to the Sutro Technology or the Sutro Platform Technology, or the CFE Manufacturing Technology which may affect the Development, Commercialization or use of any Product, then Sutro shall provide Merck with all such information within such reasonable timelines which enable Merck to assess any impact on the Product.
The Parties acknowledge and agree that Sutro is and will be the sole and exclusive owner of all right, title and interest in and to any Sutro Technology; any Sutro Platform Technology and any CFE Manufacturing Technology.
Subject to the terms and conditions of this Agreement, if Merck or any of its Affiliates or Sublicensees enter into a Third Party License Agreement(s) in as far as such Third Party License Agreement is required by the use of the Sutro Technology, Sutro Platform Technology or CFE Manufacturing Technology with respect to a Product, Merck will be entitled to [*].
Merck promptly shall provide Sutro with copies of all written communications from such Regulatory Authority solely regarding the Sutro Technology, Sutro Platform Technology or CFE Manufacturing Technology incorporated into the Product.
Sutro shall make representatives that are knowledgeable regarding the Sutro Platform Technology, the Sutro Technology and / or the Product reasonably available to Merck for scientific and technical explanations, advice and on-site support, that may reasonably be required by Merck, relating to the manufacture of the Product and the manufacturing technology transfer (the “Manufacturing Support”), including the subject matter of the manufacturing technology transfer and manufacturing scale-up.
Sutro shall make its employees, consultants, contractors, advisors and agents (“Representatives”) that are knowledgeable regarding the Sutro Technology, the Sutro Platform Technology or each Product (including the properties and functions thereof) reasonably available to Merck for scientific and technical explanations, advice and on-site support that may reasonably be required by Merck relating to the Development of each Product (the “Development Support”).
Except as expressly provided herein, no right, title, or interest is granted by S▇▇▇▇ to Licensee in, to, or under any Sutro Technology, and, except as expressly provided herein, Licensee shall have no right to assign to any Third Party any right or interest received under Sutro Technology under the terms of this Agreement.
Notwithstanding the foregoing, Sutro retains the right (on behalf of itself and its Affiliates) to practice the Sutro Technology solely to conduct its obligations under any Research Plan or Co-Promotion Plan.
Except as specifically set forth in Article III and the Disclosure Schedules, Purchaser acknowledges and agrees that Seller makes no representation nor extends any warranty, whether express or implied, with respect to any Royalty Product, the Sutro Technology, the Related Agreements, the Royalty, the Purchased Assets, future Net Sales of any Royalty Product or any other matter relating thereto.
Ipsen shall promptly, but in no event later than [*] following such delivery, confirm in writing when it has received and/or accepted such Sutro Technology and Sutro Manufacturing IP.