Program Materials. (a) Customer will provide Gallus with sufficient amounts of the Customer Provided Materials with which to perform the Services as specified in the Work Statement. Unless the Work Statement includes the development of a manufacturing process by Gallus, Customer also will provide Gallus with all necessary information to effect the reliable transfer of the Process from Customer to Gallus.
(b) Gallus shall procure Process Consumables for use in the Program and each manufacturing run as set forth in the Work Statement.
(c) Gallus shall procure Product-Dedicated Equipment, provided the equipment is set forth in a Work Statement and pass through the costs to the Customer as set forth in Section 8 without upcharge. For the avoidance of doubt, purchase of any Product-Dedicated Equipment regardless of whether that equipment is set forth in a Work Statement shall require Customer’s approval in advance of the purchase. Customer may procure certain Product-Dedicated Equipment for use in the Program at its own expense, provided that Customer first provides written notice to Gallus and provides Gallus with an opportunity to confirm that such Product-Dedicated Equipment conforms to the requirements of the Work Statement and is otherwise suitable for use in the performance of the Services. All Product-Dedicated Equipment will be subject to charges from Gallus for activities such as evaluation, installation, qualification, calibration and maintenance.
(d) Upon completion of the Program, (i) the Product-Dedicated Equipment will be returned to the Customer, at the Customer’s expense, unless the Parties agree that such Product-Dedicated Equipment will be used in connection with additional services to be provided to Customer in the foreseeable future, and (ii) any remaining Materials will be, at Customer’s election (such election to be made by Customer to Gallus in writing no later than sixty (60) days after Gallus’ issuance of a Certificate of Analysis for the applicable Product), returned to the Customer or destroyed/disposed of by Gallus, in either case at the Customer’s expense. If Customer does not provide such notice to Gallus within such 60-day period, Gallus shall, at Gallus’ election and at Customer’s expense, return to the Customer or destroy/dispose of the applicable Materials. Notwithstanding anything to the contrary contained in this Agreement, (i) Gallus may retain Materials as required by Applicable Law, and (ii) in no event shall Gallus be required to store Mate...
Program Materials. The Program Materials (i) were manufactured in accordance with all Applicable Laws, including good clinical practices, good laboratory practices and good manufacturing practices, as applicable, (ii) were received, stored, handled and processed in accordance with all Applicable Laws prior to and during delivery to GSK, and are free and clear of all Encumbrances.
Program Materials. Through participation in the Program, Content Provider may be given access to certain tools and materials including, by way of example and not limitation, developer SDKs, code samples, documentation, training materials, and/or client software for enabling in- application purchases (collectively, “Program Materials”). Content Provider agrees to use Program Materials solely for purposes of its participation in the Program and in accordance with any license terms included with such Program Materials. If no license terms are included with the Program Materials, Content Provider is granted a limited, non-sublicensable, nonexclusive, worldwide, royalty-free right and license to use the Program Materials solely for purposes of distributing its Content via the Program.
Program Materials. 7.01 Subject to the parties' approval as to cost, Xxxxxx will pay Southland for the cost of producing Program Materials and brochures to be used to solicit store participation under the Program.
Program Materials. All Program Materials necessary to offer and implement participation in the Program shall have been prepared by the Contractor and approved in form and substance by the Board and shall be finalized by the Contractor and available for such use.
Program Materials. All materials developed by Affiliate and used in implementing the Affiliate’s AARP Experience Corps Program shall be the sole property of Affiliate; provided, however, if Affiliate shares any such materials with Experience Corps, AARP, or other AARP Experience Corps Affiliates or Branches in written or digital form, Affiliate thereby grants to Experience Corps, to AARP and its designees, and to other AARP Experience Corps Affiliates a license to use and reproduce such materials and to make, use and reproduce derivative works of the materials for use solely in implementing the AARP Experience Corps Program. This license shall be irrevocable, non- exclusive, and perpetual. Any use of Affiliate’s materials under this license will require appropriate acknowledgment of Affiliate’s ownership of the materials, and Experience Corps will notify other AARP Experience Corps Affiliates of a duty to acknowledge Affiliate’s ownership. This license to use materials will apply only if materials are shared as part of a sharing of “best practices” among different Experience Corps programs, and will not apply if materials are shared with Experience Corps or AARP solely for the purpose of obtaining approval as required by the brand guidelines set out in Exhibit A or for purposes of allowing Experience Corps to monitor Affiliate’s program and compliance with program standards.
Program Materials. Except as set forth in Section 2.6.1 ----------------- through 2.6.5 above, all Program Materials shall be treated as follows. Ownership of such Program Materials shall depend on whether Zeneca or Maxygen or the Parties jointly made, conceived and/or reduced to practice, or otherwise developed such Program Materials. Except for use in connection with the Research Program or as expressly permitted pursuant to the licenses in Section 3.1.2 and Section 3.2.2, Zeneca or Maxygen, as the case may be, shall have the sole right to use and disclose, as it deems appropriate, any such Program Materials made, conceived and reduced to practice or otherwise developed solely by its respective employees and consultants. Any such Program Materials made, conceived and/or reduced to practice or otherwise developed jointly by employees and/or consultants of Maxygen and Zeneca may be used and disclosed by either Party outside the Research Program, pursuant to the licenses granted in Section 3.1.2 and Section 3.2.2. Notwithstanding the foregoing, (i) all Maxygen Improvements shall be owned by Maxygen and may be exploited by Maxygen without restraint and without any compensation to Zeneca, and (ii) all Zeneca Improvements shall be owned by Zeneca and may be exploited by Zeneca without restraint and without any compensation to Maxygen.
Program Materials. Program Materials shall mean those specifications ----------------- and procedures, including document, scripts, and any and all marketing and Solicitation materials prepared in connection with the Program.
Program Materials. Sensys Gatso shall retain all right, title and interest in and to any information, data, software (including with respect to any System integration performed by or on behalf of Sensys Gatso), templates, studies, reports or other documents, including Training Materials, Pamphlets, and other materials used generally by Sensys Gatso in performing services for its clients (“Program Materials”). Sensys Gatso grants to Customer a non-exclusive, royalty-free, fully paid up, non-sub licensable, non-transferrable right and license during the Term to create a limited number of copies, distribute, display and create derivative works of and use, Program Materials solely by its authorized personnel for Customer’s internal use in connection with the Services.
Program Materials. You also agree that all the materials displayed or distributed during the Event, or provided to you or which you may have access to in conjunction with the Event, including without limitation: class handouts, teaching materials, presentations, audio and video material or stills from audiovisual material, graphics, slides, drawings, pictures, characters, animations, text, and data, and all intellectual property rights therein (such as copyrights and trademarks) (collectively “the Program Materials”) are the sole and exclusive property of Presenter or its Contributors. The Program Materials shall remain at all times the property of Presenter and/or of the Contributors. You shall not copy, distribute, make available, display, publish, perform or create derivative works from (by electronic means or in any other way) the Program Materials or Content without prior written permission from an authorized agent of Presenter. This includes forwarding or commercially exploiting the Program Materials or content. Neither this Agreement nor Presenter’s disclosure or display of the Program Materials or Content shall be deemed, by implication or otherwise, to grant you any licensed interest or property right in, under or to any of the Program Materials or Content and any intellectual property rights therein.
