Physical Materials shall have the meaning given to such term in paragraph (iv) of the definition of “Collateral” herein.
Physical Materials shall have the meaning given to such term in the Security Agreement.
Physical Materials shall have the meaning set forth in Section 8.2.1.3 hereof.
Examples of Physical Materials in a sentence
Act as pledgeholder for the Administrative Agent for the benefit of the Lenders with the same effect as if the Administrative Agent for the benefit of the Lenders were a pledgee in possession of all Physical Materials relating to an Item of Product that a Credit Party owns or licenses and/or for which a Credit Party has access which are now or hereafter in the actual or constructive possession of any Credit Party, subject to such access as shall be necessary to produce and distribute such Item of Product.
The Director maintains and makes readily available the Terms and Conditions of Use for Borrowing Physical Materials that includes the fee schedule, borrowing periods and renewal limits.
To the extent any Credit Party has control over, or rights to receive, any of the Physical Materials relating to any item of Product, deliver or cause to be delivered to a Laboratory or Laboratories all negative and preprint material, master tapes and all sound track materials with respect to each such item of Product and deliver to the Administrative Agent a fully executed Pledgeholder Agreement with respect to such materials.
Schedule 3.8(a) also identifies the location of the best available Physical Materials related to each Valuation Item of Product owned by the Credit Parties.
Licensee is not granted the right to possess or Exhibit any Physical Materials.
More Definitions of Physical Materials
Physical Materials means, excluding the Documentary Materials, all other physical materials including biological and chemical materials and samples, cell lines, vectors, constructs, viruses, plasmids, nucleic acid sequences, Patient Samples, clinical trial materials, histology samples and reagents (and fragments, mutants, derivatives, progeny and processed components thereof) relevant to any of the Projects; “[***]” means [***], also known as [***]; “[***] Product” means any gene therapy products or therapies Exploited by Orchard, or any of its Sub-licensees pursuant to a sub-licence granted hereunder, which is labelled, approved, or otherwise marketed by Orchard and/or its Sub-licensees for the [***] and (i) which would, were it not for the existing licence to the [***] hereunder, infringe a Valid Claim of any Patents included in the [***]; (ii) in which final product, the [***] is incorporated in or is used in the manufacture or delivery of that final product; and/or (iii) which uses in Orchard’s development of such product, or the manufacture of such product, or is [***]; “[***] Project” means the program of research in respect of [***] defined in Part D of Schedule 2 as has been overseen by or conducted by either or both the Xxxxxxxx Research Group and Xxxxxx Research Group prior to the Effective Date;
Physical Materials means all tangible personal property relating to any Item of Product, including, without limitation, all exposed film, developed film, positives, negatives, prints, positive prints, answer prints, special effects, preparing materials (including interpositives, duplicate negatives, internegatives, color reversals, intermediates, lavenders, fine grain master prints and matrices, and all other forms of preprint elements), sound tracks, cutouts, trims, master tapes and any and all other physical properties of every kind and nature relating to such item of Product whether in completed form or in some state of completion, and all masters, duplicates, drafts, versions, variations and copies of each thereof, in all formats whether on film, videotape, disk or other optical or electronic media or otherwise and all music sheets and promotional materials relating to such Item of Product.
Physical Materials shall be as defined in the definition of "Collateral" hereof.
Physical Materials means all tangible personal properties of every kind or nature (including without limitation inventory) arising in connection with the creation, production, completion, delivery, distribution or other exploitation of each item of Product or Recorded Product in whatever state of completion, to the extent now or hereafter in existence, including, without limitation, exposed film, developed film, positives, negatives, prints, answer prints, positive prints, cut-outs, trims, special effects, pre-print materials (including, without limitation, negatives, positives, duplicate negatives, inter-negatives, inter-positives, color reversals, intermediates, lavenders, master prints and matrixes, master tapes, discs, cassettes and cartridges, soundtracks, recordings, audio and video tapes, discs, cassettes and cartridges, master magnetic tracks, other optical soundtrack recordings and music cue sheets, and all other forms of pre-print elements used in any way to produce prints or other copies or additional pre-print elements, whether now known or hereafter devised or created), in all formats, whether on film, videotape, audio and video tapes, cassettes and discs (including, without limitation, CD-I, CD-ROM and DVD), and all duplicates, drafts, versions, variations and copies of each thereof, and all music sheets and promotional materials relating to such item of Product or Recorded Product.
Physical Materials. Licensor shall give Licensee access to films, tapes and other elements as available. Licensor shall (a) determine as to each Film or Digital Content whether it shall be distributed in its original language version and/or dubbed and/or subtitled version, and (b) be entitled to require Licensee to have the dubbing and/or subtitling done within the Territory. All costs incurred in connection with such dubbing and/or subtitling shall be considered an Expense. Advertising Materials: Licensor shall furnish to Licensee, without charge, such trailers, advertising matter and accessories on the Films and Digital Content (collectively, “Advertising Materials”) in a form suitable for Licensee to duplicate such Advertising Materials, as available and as Licensor, in its final judgment, deems reasonably necessary for use in the Territory. The Advertising Materials and Physical Materials shall be collectively referred to herein as the “Materials”.
Physical Materials means all biological materials, chemical compounds, Terminated Products, clinical trial samples, cell lines, compounds, plasmids, lipids, assays, viruses, vectors and other physically tangible materials (i.e., anything other than documentary materials and data) specified to be provided by GSK to Adaptimmune under a Transfer Plan.
Physical Materials means the materials, other than the Master, necessary for producing a Duplicating Master and finished packaged Videograms or other Licensed Products for Licensee’s use in accordance with this Agreement including (a) artwork, such as CD-ROMs, transparencies, slides, sample sleeves, and billing block, (b) if subtitling rights are granted pursuant to this Agreement, (i) one language translated diskette of subtitles and (ii) one hard copy of language translated spotting list i.e., script indicating in and out timecode references against OV masters supplied by Licensor; and (c) if dubbing rights are granted pursuant to this Agreement, (i) one DA88 of language dub at 25fps with EBU timecode, or 30fps with SMPTE timecode, 48KhZ sample rate, zero timecode offset against original version Master provided by Licensor, reference level at -20dBFs, programming should not peak 8dB above tone level, (ii) audio configuration as follows: (A) full stereo language mix on channels 1 and 2, (B) stereo music and effects on channels 3 and 4, (C) separate dialogue premix on channels 5 through 8, and (D) one hard copy of language translated dialogue list i.e., script indicating in and out timecode references against OV masters supplied by Licensor.