definiens: means an agreement between the Parties which describes certain quality and regulatory responsibilities relating to the manufacture and release for sale of the Product by [COMPANY] to [COMPANY] . The Quality Agreement will be compiled and agreed upon by the Parties as soon as practicable after the Effective Date . The Quality Agreement will be subject to and not inconsistent with the terms of this Manufacturing Agreement and the Asset Purchase Agreement, and in the event of conflict between terms of this Manufacturing Agreement or the Asset Purchase Agreement, as applicable, on one hand, and the Quality Agreement on the other, this Manufacturing Agre ement or the Asset Purchase Agreement, as applicable, will govern . Sections of the Quality Agreement may be modified from time to time through the issuance of a revised section signed on behalf of each ofthe Parties by an authorized representative incorporating the modification and stating the effective date and revision number of the modification ; provided, however, that no such modi fication will be inconsistent with the terms of this Manufacturing Agreement and the Asset Purchase Agreement, and in the event of conflict between such modi fications, on the one hand, and this Manufacturing Agreement or the Asset Purchase Agreement, on the other, this Manufacturing Agreement or the Asset Purchase Agreement, as applicable, will govern . A reference to in this Manufacturing Agreement will mean the MRD and/or Quality Agreement as the context requires