Ambrx Materials definition

Ambrx Materials means all tangible materials in the possession and Control of Ambrx and/or its Affiliate(s) as of the Effective Date or thereafter during the Term that (a) are necessary or reasonably useful for the evaluation, Development, manufacture and/or Commercialization of Compounds and/or Products in the Field or (b) otherwise embody Ambrx Know-How. Ambrx Materials shall include cell lines (including research strains and production strains for the expression of Compounds, and corresponding host or control strains, and cell banks thereof), DNA constructs and other materials necessary for the expression of Compounds, and tangible materials for use in assays necessary or reasonably useful for the characterization of Compounds. For clarity, the use of “Affiliate” in this definition shall exclude any Third Party that becomes an Affiliate due to a Change of Control Transaction involving Ambrx (or any of its Affiliates) and such Third Party.
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Ambrx Materials means all tangible materials in the possession and Control of Ambrx prior to or as of the Effective Date or thereafter during the Research Program Term and that (a) are necessary for the evaluation, research and/or development of Compounds in the Field or (b) otherwise embody Ambrx Know-How. Ambrx Materials shall include cell lines (including research strains and production strains for the expression of Compounds, and corresponding host or control strains, and cell banks thereof), DNA constructs, proteins, monoclonal antibodies and other materials necessary for the expression of Compounds, and tangible materials for use in assays necessary for the characterization of Compounds. Ambrx Materials that were transferred to Institute prior to the Effective Date are listed on Exhibit A. In addition, Exhibit A sets forth Ambrx Materials that, as of the Effective Date, are contemplated to be transferred to Institute pursuant to Approved Research Plans.
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Ambrx Materials means all tangible materials in the possession and Control of Ambrx and/or its Affiliate(s) as of the Effective Date or thereafter during the Term that (a) are necessary or reasonably useful for the evaluation, Development, manufacture and/or Commercialization of Compounds and/or Products in the Field or (b) otherwise embody Ambrx Know-How. Ambrx Materials shall include cell lines (including Host Cell Lines, and research cell banks thereof), DNA constructs and other materials necessary for the expression of Compounds, and tangible materials for use in assays necessary or reasonably useful for the characterization of Compounds. Subject to and to the extent as provided in Section 17.8, the use of “Affiliate” in this definition shall exclude any Third Party that becomes an Affiliate due to a Change of Control Transaction involving Ambrx (or any of its Affiliates) and such Third Party. Notwithstanding the foregoing, Ambrx Materials shall not include any such tangible materials other than Host Cell Lines that are first acquired or developed by Ambrx after the period ending two (2) years after the end of the Research Term.
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Examples of Ambrx Materials in a sentence

  • Ambrx shall transfer to BMS any production strains generated for a Compound, and such production strains shall be deemed Ambrx Materials for all purposes under this Agreement, for use by BMS solely in accordance with and subject to the terms and conditions of this Agreement.

  • Upon request by BMS, Ambrx will provide BMS with the Ambrx Know-How and/or Ambrx Materials in Ambrx’s or its Affiliate’s possession and Control that are necessary or reasonably useful for BMS or its Third Party manufacturer to use such Improvements in the manufacture of Compounds.

  • In addition, upon reasonable request by BMS, Ambrx shall provide to BMS samples of any replicatable Ambrx Materials that were previously transferred to BMS (but which are no longer available to BMS), to the extent that such Ambrx Materials are then available to Ambrx.

  • All such BMS materials and Ambrx Materials must be used with prudence and appropriate caution in any experimental work, since all of their characteristics may not be known.

  • In connection with any such permitted sublicensing, BMS may disclose and provide to such permitted Sublicensees any applicable Ambrx Know-How and Ambrx Materials in connection therewith.

  • Ambrx may provide Institute with Ambrx Materials pursuant to an Approved Research Plan.

  • Subject to the terms and conditions of this Agreement, Ambrx hereby grants to Institute a non-exclusive research license to Ambrx Know-How and to Ambrx Materials and under Ambrx Patent Rights to perform activities under Approved Research Plans in the Field during the Research Program Term.

  • We suppose that the fault attacker is able to modify the base point P˜⟨± ⟩(represented by its x-coordinate on the quotient EA,B/ 1 ∼= P1) to a “somewhat random”faulty point P , and then obtain several signatures computed with that faulty base point.

  • Ambrx: Institute: By: /s/ Xxxxxx Xxxxxxxxx By: /s/ Xxxxx Xxxxxxx Title: President & CEO Title: Director EXHIBIT A Ambrx Materials Ambrx Materials in Institute’s possession prior to or as of the Effective Date Ambrx Materials contemplated to be transferred to Institute as of the Effective Date Schedule A Excluded Grandfathered Research Projects [***] ***Certain information on this page has been omitted and filed separately with the Commission.

Related to Ambrx Materials

  • SAP Materials means any software, programs, tools, systems, data, or other materials made available by SAP or any other member of the SAP Group to Partner or to an End User (either directly or indirectly via Partner) prior to or in the course of the performance under any part of this Agreement including, but not limited to, the other SAP Products.

  • IP Materials has the meaning given to it in clause E8.1 (Intellectual Property Rights).

  • Biological Materials means certain tangible biological materials that are necessary for the effective exercise of the Patent Rights, which materials are described on Exhibit A, as well as tangible materials that are routinely produced through use of the original materials, including, for example, any progeny derived from a cell line, monoclonal antibodies produced by hybridoma cells, DNA or RNA replicated from isolated DNA or RNA, recombinant proteins produced through use of isolated DNA or RNA, and substances routinely purified from a source material included in the original materials (such as recombinant proteins isolated from a cell extract or supernatant by non-proprietary affinity purification methods). These Biological Materials shall be listed on Exhibit A, which will be periodically amended to include any additional Biological Materials that Medical School may furnish to Company.

  • Third Party Materials means materials and information, in any form or medium, including any software, documents, data, content, specifications, products, equipment or components of or relating to the Services that are not proprietary to NCIT.

  • Supplier Materials has the meaning set out in clause 8.1(g);

  • Study Materials means all the materials and information created for the Study, or required to be submitted to the Sponsor including all data, results, Biological Samples, Case Report Forms (or their equivalent) in whatever form held, conclusions, discoveries, inventions, know-how and the like, whether patentable or not, relating to the Study, which are discovered or developed as a result of the Study, but excluding the Institution’s ordinary patient records.

  • Program Materials means the documents and information provided by the Program Administrator specifying the qualifying EEMs, technology requirements, costs and other Program requirements, which include, without limitation, program guidelines and requirements, application forms and approval letters.

  • Developed Materials means Materials created, made, or developed by Contractor or Subcontractors, either solely or jointly with the Judicial Branch Entities or JBE Contractors, in the course of providing the Work under this Agreement, and all Intellectual Property Rights therein and thereto, including, without limitation, (i) all work-in-process, data or information, (ii) all modifications, enhancements and derivative works made to Contractor Materials, and (iii) all Deliverables; provided, however, that Developed Materials do not include Contractor Materials.

  • Licensed Materials means any materials that Executive utilizes for the benefit of the Company (or any Subsidiary thereof), or delivers to the Company or the Company’s Customers, which (a) do not constitute Work Product, (b) are created by Executive or of which Executive is otherwise in lawful possession and (c) Executive may lawfully utilize for the benefit of, or distribute to, the Company or the Company’s Customers.

  • Cloud Materials means any materials provided or developed by SAP (independently or with Provider’s cooperation) in the course of performance under the Agreement, including in the delivery of any support or Consulting Services to Provider or its Customers. Cloud Materials do not include any Customer Data, Provider Confidential Information, or the SAP Cloud Service.

  • Contractor Materials means Materials owned or developed prior to the provision of the Work, or developed by Contractor independently from the provision of the Work and without use of the Court Materials or Confidential Information.

  • Manufacturing Materials means parts, tools, dies, jigs, fixtures, plans, drawings, and information produced or acquired, or rights acquired, specifically to fulfill obligations set forth herein.

  • Manufacturing Know-How means, with respect to the Product or any Variant thereof, the technology, data, designs, processes, methods, specifications and other know-how used in connection with the formulation, manufacture, labeling, packaging, quality control, release testing, and production of the Product, and all ingredients used therein and portions thereof.

  • Third Party Material means software, software development tools, methodologies, ideas, methods, processes, concepts and techniques owned by, or licensed to a third party and used by the Service Provider in the performance of the Services;

  • Biological Material means any material containing genetic information and capable of reproducing itself or being reproduced in a biological system;

  • Background Material means any pre-existing works in which the Intellectual Property Rights are owned by either Party, which have been prepared by that Party outside the scope of this Agreement or which were licensed from a third party by that Party.”

  • Customer Materials any materials, data, information, software, equipment or other resources owned by or licensed to You and made available to Us pursuant to facilitating Your use of the Services, including Customer Data.

  • Tax Materials shall have the meaning set forth in Section 4.1(a).

  • Custom Materials means Materials developed by the Supplier at the Procuring Entity's expense under the Contract and identified as such in Appendix 5 of the Contract Agreement and such other Materials as the parties may agree in writing to be Custom Materials. Custom Materials includes Materials created from Standard Materials.

  • Client Materials means the CLIENT Development Materials and the CLIENT Production Materials.

  • Technical Information means technical data or computer software, as those terms are defined in the clause at DFARS 252.227-7013, Rights in Technical Data-Non Commercial Items, regardless of whether or not the clause is incorporated in this solicitation or contract. Examples of technical information include research and engineering data, engineering drawings, and associated lists, specifications, standards, process sheets, manuals, technical reports, technical orders, catalog-item identifications, data sets, studies and analyses and related information, and computer software executable code and source code.

  • Confidential Materials means all tangible materials containing Confidential Information, including without limitation written or printed documents and computer disks or tapes, whether machine or user readable.

  • Product Information has the meaning specified in Section 10.12(a).

  • Proprietary Materials means any tangible chemical, biological or physical research materials that are furnished by or on behalf of one Party to the other Party in connection with this Agreement, regardless of whether such materials are specifically designated as proprietary by the transferring Party.

  • Licensed Material means the artistic or literary work, database, or other material to which the Licensor applied this Public License.

  • Regulatory Materials means, with respect to a Licensed Product for any particular indication in any particular jurisdiction, regulatory applications and submissions (and any supplements or amendments thereto), and any notifications, communications, correspondence, registrations, drug master files, Regulatory Approvals and/or other filings made to, received from or otherwise conducted with a Regulatory Authority, including BLAs and INDs, as applicable, that relate to such Licensed Product in such jurisdiction. Regulatory Materials also include presentations, responses, and applications for Regulatory Approvals.