Common use of Materials and further support Clause in Contracts

Materials and further support. ‌ (a) The Licensor must provide to the Licensee the Materials (if any) and further support set out in section 4 of Schedule 2. Unless otherwise set out in section 4 of Schedule 2: (i) the Licensor must deliver the Material to the Licensee at the address in this Agreement, promptly following entry into the Agreement (ii) property to and risk in the Materials vests in the Licensee on delivery; (iii) the Materials are intended solely for use in support of the Licence of the Licensed IPR; (iv) the Licensee is responsible for ensuring the delivered Materials are suitable for the Licensee's intended use and must promptly notify the Licensor of any deficiency in the agreed Materials. No warranties or undertakings are provided by the Licensor in respect of suitability or condition; and (v) the Licensor will advise the Licensee of any hazardous or otherwise dangerous components or properties of the Materials that are known or should have been reasonably apparent to the Licensor, and where applicable, instructions for safe use and operation of the Materials. (b) The Licensee must comply with any restrictions on or terms for use of the Materials as set out in section 4 of Schedule 2. (c) Except to the extent agreed in a separate agreement, the Licensor has no obligation to provide the Licensee with any additional support or other services in respect of the Products, Material or the Licensed IPR.

Materials and further support. ‌ (a) The Licensor must provide to the Licensee the Materials (if any) and further support set out in section 4 of Schedule 2. Unless otherwise set out in section 4 of Schedule 2: (i) the Licensor must deliver the Material to the Licensee at the address in this Agreement, promptly following entry into the Agreement; (ii) property to and risk in the Materials vests in the Licensee on delivery; (iii) the Materials are intended solely for use in support of the Licence of the Licensed IPR; (iv) the Licensee is responsible for ensuring the delivered Materials are suitable for the Licensee's intended use and must promptly notify the Licensor of any deficiency in the agreed Materials. No warranties or undertakings are provided by the Licensor in respect of suitability or condition; and (v) the Licensor will advise the Licensee of any hazardous or otherwise dangerous components or properties of the Materials that are known or should have been reasonably apparent to the Licensor, and where applicable, instructions for safe use and operation of the Materials. (b) The Licensee must comply with any restrictions on or terms for use of the Materials as set out in section 4 of Schedule 2. (c) Except to the extent agreed in a separate agreement, the Licensor has no obligation to provide the Licensee with any additional support or other services in respect of the Products, . Material or the Licensed IPR.

Materials and further support. ‌ (a) The Licensor must provide to the Licensee the Materials (if any) and further support set out in section 4 of Schedule 2. Unless otherwise set out in section 4 of Schedule 2:2:‌ (i) the Licensor must deliver the Material to the Licensee at the address in this Agreement, promptly following entry into the Agreement; (ii) property to and risk in the Materials vests in the Licensee on delivery; (iii) the Materials are intended solely for use in support of the Licence of the Licensed IPR; (iv) the Licensee is responsible for ensuring the delivered Materials are suitable for the Licensee's intended use and must promptly notify the Licensor of any deficiency in the agreed Materials. No warranties or undertakings are provided by the Licensor in respect of suitability or condition; and (v) the Licensor will advise the Licensee of any hazardous or otherwise dangerous components or properties of the Materials that are known or should have been reasonably apparent to the Licensor, and where applicable, instructions for safe use and operation of the Materials. (b) The Licensee must comply with any restrictions on or terms for use of the Materials as set out in section 4 of Schedule 2. (c) Except to the extent agreed in a separate agreement, the Licensor has no obligation to provide the Licensee with any additional support or other services in respect of the Products, . Material or the Licensed IPR. Guidance Note for clause 3.5: The Licensor will still need to ensure its conduct in granting the Licence is consistent with Moral Rights, but there is no express requirement for Moral Rights consents to be obtained. The Licensee will need to consider if its actions are consistent with Moral Rights.

Materials and further support. ‌ (a) The Licensor must provide to the Licensee the Materials (if any) and further support set out in section 4 of Schedule 2. Unless otherwise set out in section 4 of Schedule 2:2:‌ (i) the Licensor must deliver the Material to the Licensee at the address in this Agreement, promptly following entry into the Agreement; (ii) property to and risk in the Materials vests in the Licensee on delivery; (iii) the Materials are intended solely for use in support of the Licence of the Licensed IPR; (iv) the Licensee is responsible for ensuring the delivered Materials are suitable for the Licensee's intended use and must promptly notify the Licensor of any deficiency in the agreed Materials. No warranties or undertakings are provided by the Licensor in respect of suitability or condition; and (v) the Licensor will advise the Licensee of any hazardous or otherwise dangerous components or properties of the Materials that are known or should have been reasonably apparent to the Licensor, and where applicable, instructions for safe use and operation of the Materials. (b) The Licensee must comply with any restrictions on or terms for use of the Materials as set out in section 4 of Schedule 2. (c) Except to the extent agreed in a separate agreement, the Licensor has no obligation to provide the Licensee with any additional support or other services in respect of the Products, . Material or the Licensed IPR. Guidance Note for clause 3.4: This template does not provide for technology transfer services (eg instruction and training, maintenance services, show- how, help desk or personnel support etc). This clause does allow for the parties to agree to 'Materials' and support that the Licensor will provide to the Licensee to assist with exercising the Licensee's rights. For example, this may include prototypes, samples or documentation. If the Licensee requires substantial additional services, the simplest approach is to use a separate agreement.

Materials and further support. ‌ (a) The Licensor must provide to the Licensee the Materials (if any) and further support set out in section 4 of Schedule 2. Unless otherwise set out in section 4 of Schedule 2:2:‌ (i) the Licensor must deliver the Material to the Licensee at the address in this Agreement, promptly following entry into the Agreement (ii) property to and risk in the Materials vests in the Licensee on delivery; (iii) the Materials are intended solely for use in support of the Licence of the Licensed IPR; (iv) the Licensee is responsible for ensuring the delivered Materials are suitable for the Licensee's intended use and must promptly notify the Licensor of any deficiency in the agreed Materials. No warranties or undertakings are provided by the Licensor in respect of suitability or condition; and (v) the Licensor will advise the Licensee of any hazardous or otherwise dangerous components or properties of the Materials that are known or should have been reasonably apparent to the Licensor, and where applicable, instructions for safe use and operation of the Materials. (b) The Licensee must comply with any restrictions on or terms for use of the Materials as set out in section 4 of Schedule 2. Guidance Note for clause 3.5: The Licensor will still need to ensure its conduct in granting the Licence is consistent with Moral Rights, but there is no express requirement for Moral Rights consents to be obtained. The Licensee will need to consider if its actions are consistent with Moral Rights. (c) Except to the extent agreed in a separate agreement, the Licensor has no obligation to provide the Licensee with any additional support or other services in respect of the Products, Material or the Licensed IPR.

Materials and further support. ‌ (a) The Licensor must provide to the Licensee the Materials (if any) and any further support as set out in section 4 item 9 of Schedule 2the Details Schedule. Unless otherwise set out in section 4 item 9 of Schedule 2the Details Schedule: (i) the Licensor must deliver the Material to the Licensee at the address in this Agreement, promptly following entry into the Agreement; (ii) property to and risk in the Materials vests in the Licensee on delivery; (iii) the Materials are intended solely for use in support of the Licence of the Licensed IPR; (iv) the Licensee is responsible for ensuring the delivered Materials are suitable for the Licensee's intended use and must promptly notify the Licensor of any deficiency in the agreed Materials. No warranties or undertakings are provided by the Licensor in respect of suitability or condition; and (v) the Licensor will advise the Licensee of any hazardous or otherwise dangerous components or properties of the Materials that are known or should have been reasonably apparent to the Licensor, and where applicable, instructions for safe use and operation of the Materials. (b) The Materials are intended solely for use in support of the Licence of the Licensed IPR. (c) The Licensee must comply with any restrictions on or terms for use of the Materials as set out in section 4 item 9 of Schedule 2the Details Schedule. (cd) Except to the extent agreed in a separate agreement, the Licensor has no obligation to provide the Licensee with any additional support or other services in respect of the Products, Material Materials or the Licensed IPR.