Antibody Material definition
Examples of Antibody Material in a sentence
Except as expressly set forth in Section 13.5, any Antibody Material transferred to Company pursuant to this Agreement is provided “as is” and “where is”, and without representation or warranty of any kind, and Novartis hereby expressly disclaims any and all other warranties with respect to such Antibody Material, including any implied warranties of merchantability and fitness for a particular purpose.
As soon as reasonably practicable after the Effective Date, and in any event [***] Novartis will use its Commercially Reasonable Efforts to make available for pick-up (either free carrier or ex works, Incoterms 2010, at Novartis’ discretion) the material identified on Exhibit D (the “Antibody Material”), in the form as such material currently exists, from Novartis’, its Affiliates’, or any Third Party’s facilities where such Antibody Material is currently stored, at no additional cost to Company.
Genmab shall be responsible, [***], for the preparation, filing, prosecution, enforcement and maintenance of the patent applications and patents owned by or on behalf of Genmab and/or a Sublicensee claiming Antibodies, Bispecific Antibodies, Antibody Material and/or Products (“Genmab Technology”) in countries selected by Genmab, and for conducting any interferences, reexaminations, reissues, oppositions, or request for patent term extension relating thereto.
Novartis represents and warrants to Company that the information with respect to the Manufacture of any Antibody Material set forth in any certificate of analysis delivered to Company pursuant to Section 6.3(c) is complete, true and accurate.
Aevi will have the right to terminate this Agreement in its entirety or on a Product-by-Product basis upon delivery of written notice to MedImmune in the event of any material breach of this Agreement by MedImmune including any failure to provide the Antibody Material and the Cell Line in accordance with this Agreement, and, provided that such breach has not been cured within sixty (60) days after written notice of such breach and Aevi’s intention to terminate is given by Aevi to MedImmune.
Aevi shall conduct one or more POC Studies in one or more indications selected by Aevi using the Antibody Material, as requalified by Aevi at its sole cost and expense.
Notwithstanding the foregoing, [*] Party [*] for the filing by such Party or its Affiliate (and, subject to Section 8.6.1(b), neither Party has [*] Partners or In-House Collaborators to [*]) of a patent application on an Antibody, Antibody Product or Antibody Material, Production Process Development, Manufacturing technology or the use of any of the foregoing.
For the avoidance of doubt, except as otherwise provided in this Agreement, Aevi has no liability to MedImmune for any loss or casualty of the Antibody Material, Clinical Material and/or Cell Line or obligation to reimburse MedImmune for any such loss or casualty or Aevi’s use of quantities of the Antibody Material, Clinical Material and/or Cell Line and MedImmune has no liability for any claims, losses or casualty arising from Aevi’s use of the Antibody Material, Clinical Material, and/or the Cell Line.
If Aevi terminates this Agreement pursuant to Section 10.3.1, then promptly after the request of MedImmune, Aevi or the CMO shall deliver to MedImmune or its designee all remaining quantities of Antibody Material, Clinical Material and Cell Line at no charge to MedImmune other than packing and transportation.
For clarity, Aevi acknowledges and agrees that MedImmune shall be under no obligation to manufacture any additional Antibody Material.