【正文】 b. shall be such that the Product manufactured by XX using such intermediate can be sole at a price which is petitive with the world market price of the Product。 ?技術(shù)合作協(xié)議（英文） 合同范本 BETWEENXXX (“XX”) and ZHEJIANG XXX A limited liability p XXX any incorporated under the laws of China, and located in (“XXXX”) WHEREAS XXXX possesses the knowhow (“the Product Knowhow” as defined below) for a process for the manufacture of the bulk unformulated active pharmaceutical ingredient XXXXXX. WHEREAS XXXX has the facilities, personnel, capacity and infrastructure necessary to manufacture the chemical pound XXXXXXXX, which is used as a chemical intermediate for manufacturing XXXXXX (“the intermediated”) WHEREAS XXXX and XX desire that Jizhou shall transfer to XX the right to use the product Knowhow in accordance with the terms and conditions of this agreement。 WHEREAS XXXX desires to supply XX with its requirements of intermediate which XX is willing to purchase from XXXX in accordance with the terms and conditions of this Agreement. NOW THEREFORE THE PARTIES AGREE AS FOLLOWS: 1. DEFINITIONS The preamble to this Agreement forms an integral part hereof. Clause headings in this Agreement are intended solely for convenience of reference and shall be given no effect in the interpretation of this Agreement. All agreed upon annexes to this Agreement, whether attached at the time of signature hereof or at any time thereafter, shall be construed as an integral part of this Agreement. In this agreement, the following expressions shall bear the meanings assigned to them below ad cognate expressions shall bear corresponding meaning: “Affiliateshall mean with respect to each of the parties, any person, corporation, pany, partnership, joint venture or other entity controlling, controlled by or under mon control with such party. For such purpose the term “control” means the holding of 50% or more of the mon voting stock or ordinary shares in, or the right to appoint 50% or more of the directors of, or the right to share in 50% or more of the profits of, the said corporation, pany, partnership, joint venture, or entity. “Effective Date” shall mean the date on which this Agreement is signed by the latter of the parties to sign this Agreement. “Product” shall mean XXXXXX manufactured in accordance with the Product Knowhow received from XXXX using the Intermediate. “Product Knowhow” – shall mean any and all data, information, documentation, and/or knowhow related to the process for manufacture of the Product in possession or control of XXXX, including without limitation, any analytical data and/or methods or procedure. 2. PRODUCT KNOWHOW XXXX shall provide XX upon the Effective Date a plete written technical package containing the Product Knowhow. XX shall have the irrevocable right and license to use the Product Knowhow. 3. SUPPLY AND PURCHASE OF INTERMEDIATE XXXX undertakes to manufacture the intermediate in accord