Edge Materials definition
Examples of Edge Materials in a sentence
Edge shall at all times be and remain the sole and exclusive owner of the Edge Materials.
Oakwood shall not provide Edge Materials to any Third Party (other than Oakwood subcontractors) without the express prior written consent of Edge and shall not use Edge Materials for any purpose other than conducting the Services and Manufacturing Product in accordance with this Agreement and the Project Plans.
The parties acknowledge that the relationship between Edge and Oakwood with regard to the Edge Materials as they stand alone prior to being combined with any other materials is that of a bailment.
Oakwood agrees (a) to account for all Edge Materials; and (b) at Edge’s request to either destroy and certify that it has destroyed, or to return to Edge, at Edge’s expense, all unused quantities of Edge Materials according to Edge’s written directions.
With respect to Edge Materials that are lost, expire, are destroyed or spoil while in Oakwood’s possession or control due to Oakwood’s negligence or willful misconduct, Oakwood will provide Edge a credit against amounts then due and payable to Oakwood in an amount equal to the Replacement Cost (as defined in the Commercial Agreement) of such Edge Materials; provided that, [**].
To the extent that such amount equal to the Replacement Cost of such Edge Materials is greater than such amounts then due and payable to Oakwood by Edge, Oakwood shall promptly refund such excess to Edge.
Oakwood agrees (i) to account for all Edge Materials and (ii) upon Edge’s request, to either destroy (and certify that it has destroyed), or to return to Edge, at Edge’s expense, all unused quantities of Edge Materials according to Edge’s written directions.
The Parties acknowledge that the relationship between Edge and Oakwood with regard to the Edge Materials as they stand alone prior to being combined with any other materials is that of a bailment.
Oakwood shall use commercially reasonable efforts to protect the Edge Materials in Oakwood’s possession or under its control following delivery thereof to Oakwood by Edge or its designee from damage, contamination, adulteration and theft.
At no time and under no circumstance shall Oakwood have title to, or any right or interest in or to, any Edge Materials, or such Product or work in process at the Facility or otherwise in Oakwood’s possession or control; provided, that if any such Edge Materials, Product, work in process or other materials are rejected, discarded, spilled, released or otherwise become Waste for any reason, then Oakwood shall, at its sole cost and expense, handle and dispose of all Waste as required by Applicable Law.