Know-How and Materials Transfer Clause Samples
The Know-How and Materials Transfer clause governs the process by which one party provides technical knowledge, proprietary information, or physical materials to another party, typically to enable research, development, or manufacturing activities. This clause outlines the types of know-how or materials to be transferred, the conditions under which the transfer occurs, and any restrictions on their use, such as confidentiality or limitations on further distribution. Its core practical function is to ensure that both parties clearly understand their rights and obligations regarding the transfer, thereby facilitating collaboration while protecting proprietary interests.
Know-How and Materials Transfer. The Parties acknowledge and agree that the provisions of Section 5.3 of the Purchase Agreement shall apply to the rights granted hereunder.
Know-How and Materials Transfer. Promptly after the Effective Date, and from time to time thereafter (as reasonably requested by Licensee) but within 1 year after the Effective Date, ▇▇▇▇ ▇▇▇▇▇ shall provide to Company samples of and disclose all Licensed Know-How (including new additions to the Licensed Tangible Materials) to Company, including reasonable quantities of all materials reasonably requested to advance the development of Licensed Products. ▇▇▇▇ ▇▇▇▇▇ agrees to provide reasonable support and consultation regarding such transfer to support Company’s research, development and manufacture of Licensed Products. Licensee can request a reasonable amount of formal meetings during the term of this Agreement, on a reasonable schedule and format that is mutually agreeable to ▇▇▇▇ ▇▇▇▇▇ investigators and Company, to provide Company with information necessary or useful for it to carry out its obligations and/or exercise its rights under this Agreement and to determine whether to elect to manufacture Licensed Products. In addition ▇▇▇▇ ▇▇▇▇▇ agrees that ▇▇▇▇ ▇▇▇▇▇ investigators will make themselves reasonably available for additional telephone discussions regarding the Licensed Know-How, including the use, manufacture and maintenance thereof.
3.1 Company shall use Commercially Reasonable Efforts to bring a Licensed Product to market through a program for exploitation of the Licensed Rights. The program shall include the preclinical and clinical development of the project, including research and development, manufacturing, laboratory and clinical testing and marketing of Licensed Product.