Research Materials. 6.1 The Parties agree that, except as prohibited by applicable law or as would result in a breach of any contractual obligation to a third party, each Party will disclose to the other Party all materials, information or data that are necessary for the performance of the Research Project (collectively, the “Research Materials”).
Research Materials. To the extent research materials or similar information is available through the App or the Website or the web sites of any of its affiliates, I understand that these materials are intended for informational and educational purposes only and they do not constitute a recommendation to enter into any securities transactions or to engage in any investment strategies.
Research Materials. 22.1 Institution acknowledges that the Study Device and all other property and materials provided to the Investigator by Sponsor in connection with the Study is to be used only for research purposes in connection with the Study. Institution and Investigator shall have no license or authority to use any such item in any other context or for any other purpose.
Research Materials. For each Research Program, each Party shall provide the other, at no cost to the other Party, with sufficient quantities of its research materials to conduct the activities under the relevant Research Program, as set forth in the applicable Work Plan or as otherwise decided by the Committee in accordance with the provisions of Section 2.6.1 (the “Research Materials”, provided that for clarity, Program Specific Deliverables and Program Specific Results shall not be considered Research Materials). Each Party shall use the Research Materials supplied by the other Party under this Section 2.10 solely for the purposes of carrying out its respective activities under the relevant Research Program in accordance with the terms of this Agreement and, with respect to Merck, to otherwise carry out its activities (including exercising its rights and licenses) under this Agreement. Neither Party shall transfer, deliver or disclose any such Research Materials of the other Party, to any Third Party without the prior written approval of the providing Party, except that Merck may transfer, deliver and/or disclose Research Materials provided by Ablynx without Ablynx’s prior written consent to Merck’s Related Parties, agents and subcontractors (subject to the provisions of Section 2.3), and to Regulatory Authorities for the purpose of carrying out the Research, Development and Commercialization of Program Nanobodies, Compounds and Products. The Research Materials supplied by Merck are not to be used in humans. Any unused Research Materials (upon termination of the Agreement) supplied by a Party to the other Party shall be, at the supplying Party’s option, either returned to the supplying Party or destroyed in accordance with instructions by the supplying Party.
Research Materials. For Consulting Services which involve laboratory work or experiments, “Research Materials” means all materials (a) furnished by the Company, (b) developed by Consultant in connection with the Consulting Services, or (c) the cost of which are reimbursed to Consultant by the Company. Research Materials include, in the case of biological materials, all progeny and unmodified derivatives of those materials, and in the case of chemical materials, all analogs, formulations, mixtures and compositions of those materials. Research Materials are the sole property of the Company. Consultant agrees not to use or evaluate Research Materials for any purpose other than as directed by the Company, and not to transfer the Research Materials to any third party without the prior written consent of the Company. Consultant will use the Research Materials in strict compliance with all laws and regulations.
Research Materials. Liquidia will be responsible for, and shall use Commercially Reasonable Efforts to, manufacture and supply all of the PRINT Materials and Research Materials reasonably required by GSK and Liquidia to carry out the Inhaled Plan as described therein; provided, that the costs and expenses in connection therewith shall be included in Collaboration Costs, subject to the limitations set forth in Section 3.4. Liquidia shall not be required to provide GSK with GMP supply of PRINT Materials and Research Materials during the Inhaled Collaboration Term prior to GSK’s exercise of the Inhaled Option unless otherwise agreed by the Parties. If the JSC determines, due to an inability of Liquidia to timely manufacture and supply PRINT Materials and Research Materials reasonably required by GSK and Liquidia to carry out the Inhaled Plan (including GMP compliant PRINT Materials and Research Materials, if agreed by the Parties), that there shall be a manufacturing technology transfer as described in Sections 2.1(d)(viii) and 5.2(c)(i) and not an extension of the Inhaled Collaboration Term as described in Section 3.3(c), then GSK shall select a Third Party manufacturer that is reasonably acceptable to Liquidia to manufacture and supply GSK’s requirements of PRINT Materials and Research Materials for the Inhaled Plan and Liquidia shall Confidential treatment has been requested with respect to portions of this agreement as indicated by “[***]” and such confidential portions have been deleted and filed separately with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. initiate a technology transfer of PRINT (but not the PRINT Tooling) to such Third Party and continue to provide PRINT molds to such Third Party to enable such Third Party to make Research Materials; provided, that if Liquidia fails to supply PRINT molds, then Liquidia also shall provide PRINT Tooling to such Third Party. For clarity, the technology transfer described in Sections 9.1(a), 5.2(c)(i) and 9.3 shall not apply if Liquidia’s lack of timely manufacture and supply of PRINT Materials and Research Materials as described above is due primarily to technical or scientific infeasibility, for example, with respect to creating the PRINT Materials or Research Materials contemplated under the Inhaled Plan. Alternatively, the technology transfer described in this Section 9.1(a) may apply, after discussion at the JSC, if Liquidia’s lack of timely manufacture ...
Research Materials. Genentech acknowledges and agrees that the Existing Licensors retain certain rights under the Existing License Agreements. To the extent an Existing Licensor requests, for research purposes, samples of Materials licensed to Curis pursuant to an Existing License Agreement, Genentech agrees to provide such Materials on Curis’ behalf to the Existing Licensor or its designee to the extent that Genentech has sufficient quantities of such Materials and Curis does not. Genentech’s obligation pursuant to this Section 5.5 shall be limited to the provision of reasonable quantities of Materials. Curis agrees to reimburse Genentech for the direct cost of such Materials within ninety (90) days of receipt of written invoice for Materials Genentech has provided pursuant to this Section.
Research Materials. Subject to Section 2.2(e) below, during the Research Term, each party will, as set forth in the applicable Research Operating Plan or as otherwise elected by a party, provide the other party with samples of Materials and Compounds and Products in such party’s Control that may be [ *** ] for the other party to carry out its responsibilities under the applicable Research Operating Plan. The party receiving such Materials, Compounds or Products, as applicable, will only use the Materials, Compounds or Products, as applicable, in accordance with the Research Operating Plan (or as may otherwise be permitted under the terms and conditions of this Agreement). The party receiving such Materials, Compounds or Products, as applicable, will not distribute or otherwise allow the release of Materials, Compounds or Products, as applicable, to any Third Party without the prior written consent of the supplying party ([ *** ], except that Merck may distribute or otherwise release such Materials, Compounds or Products, as applicable, provided by Ra without Ra’s prior written consent to its Affiliates, Sublicensees, agents and subcontractors, and to Regulatory Authorities, for the purpose of carrying out the Development, Manufacturing and Commercialization of Compounds and Products in accordance with the terms hereunder. Materials, Compounds or Products, as applicable, made available to the receiving party are and will remain the sole property of the supplying party and will be used in compliance with all applicable laws, rules and regulations. The party supplying such Materials, Compounds or Products, as applicable, will provide the other party together with the Materials, Compounds or Products, as applicable, any available information related to the safe and proper storage and handling thereof.
Research Materials. All Research Materials transferred in connection with the Research Project are experimental in nature and shall be used with prudence and appropriate caution, since not all of their characteristics are known. ALL RESEARCH MATERIALS ARE PROVIDED WITHOUT WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, EXPRESS OR IMPLIED. A Party providing its Research Materials (the “Provider”) makes no representation or warranty to the receiving party (the “Recipient”) that the use of such Research Materials will not infringe any patent or other proprietary right. However, FMI, to the best of its knowledge and experience, represents and warrants to GenSight that there are no rights or obligations owed by FMI to any third party that may restrict or impair GenSight’s use of the FMI Materials as contemplated by this Agreement Novartis Pharma AG has certain rights in Research Results developed by FMI under the Research and Proprietary Rights Agreement (RPRA), effective as of January 1, 2012.
Research Materials. Were any reagents / materials (including biological materials) used in the research obtained from another institution or company and subject to a Material Transfer Agreement (MTA)? If so, please attach a copy of the MTA. Have you shared any novel materials with colleagues at other institutions? If so, please identify and attach a copy of any agreements (e.g. MTA, NDA, Collaboration Agreements, Evaluation Agreements etc) you used.
