Common use of Terms and Conditions of this Agreement Clause in Contracts

Terms and Conditions of this Agreement. 3.1. The Recipient agrees a) to use the Data solely for carrying out the experiments and analyses which are described in Appendix B (“Research”). b) that any use not described in Appendix B is subject to a prior written consent of NFBC PC and a separate agreement or an addendum or amendment to this Agreement. c) to use the Data only at the Recipient organization and only by the Recipient Scientist’s research group under the direction of the Recipient Scientist. d) that to maintain the rights under this Agreement it must obtain the written consent of NFBC PC before changing the Recipient Scientist. e) not to transfer the Data in whole or in part to anyone else within the Recipient organization than the persons authorized herein nor to any third party without the prior written consent of the NFBC PC. f) to use, store and dispose of the Data in compliance with all applicable laws, rules and regulations, this Agreement and the Provider’s written instructions. g) to submit to the NFBC PC any new data generated from the analyses of Data upon completion of the analyses, the practicalities for which will be agreed between the Provider Scientist and the Recipient Scientist where necessary. The new data can be for example modified variables that could be used in future research. The Recipient must also submit any relevant documentation related to the new data to the Provider to facilitate future research. h) the NFBC PC has the right to incorporate the submitted new data into the NFBC database to be provided to internal or third-party researchers at the Provider’s discretion. In such case the Recipient will be acknowledged appropriately in Publications utilising that data in accordance with the ICMJE recommendations (xxx.xxxxx.xxx/xxxxxxxxxxxxxxx/) and as agreed between the Provider Scientist and the Recipient Scientist. i) to send to the NFBC PC a manuscript describing the results it has obtained from the analysis of the Data in the performance of the Research (“Results”) 15 days before submitting the manuscript. If the NFBC PC does not provide the Recipient with any objections (such as misinterpretation of the original data or failing to acknowledge co-authorships as agreed by the Recipient) to the manuscript within the 15 days, the Recipient is free to publish the manuscript. The Provider will keep the manuscript confidential and not use it without the prior written consent of the Recipient. j) to include as authors those Provider´s employees identified by NFBC PC who have played a key scientific role in the generation of results in all Publications arising from the Research. k) to provide NFBC PC a copy of all accepted Publications (articles and abstracts) that result from the use of the Data within two months of the Publication if possible.

Terms and Conditions of this Agreement. 3.1. The Recipient agrees a) to use the Data Material solely for carrying out the experiments and analyses which are described in Appendix B (“Research”). b) that any use not described in Appendix B is subject to a prior written consent of NFBC PC and a separate agreement or an addendum or amendment to this Agreement. c) to use the Data Material only at the Recipient organization and only by the Recipient Scientist’s research group under the direction of the Recipient Scientist. d) that to maintain the rights under this Agreement it must obtain the written consent of NFBC PC before changing the Recipient Scientist. e) not to transfer the Data Material in whole or in part to anyone else within the Recipient organization than the persons authorized herein nor to any third party without the prior written consent of the NFBC PC. f) to use, store and dispose of the Data Material in compliance with all applicable laws, rules and regulations, this Agreement and the Provider’s written instructions. g) to follow the Instructions for Data Processing (Appendix C), which applies to any data provided with the Material and any data or information obtained from the Material or Modifications that constitutes personal data as defined in the Appendix C. h) to submit to the NFBC PC any new data generated from the analyses of Data Material upon completion of the analyses, the practicalities for which will be agreed between the Provider Scientist and the Recipient Scientist where necessary. The new data can be for example modified variables that could be used in future researchresults from measuring analytes from blood sample or genetic information obtained from a DNA sample. The Recipient must also submit any relevant documentation related to the new data to the Provider to facilitate future research. hi) the NFBC PC has the right to incorporate the submitted new data into the NFBC database to be provided to internal or third-third party researchers at the Provider’s discretion. In such case the Recipient will be acknowledged appropriately in Publications publications utilising that data in accordance with the ICMJE recommendations (xxx.xxxxx.xxx/xxxxxxxxxxxxxxx/) and as agreed between the Provider Scientist and the Recipient Scientist. ij) to send to the NFBC PC a manuscript describing the results it has obtained from using the analysis of the Data Material in the performance of the Research (“Results”) 15 days before submitting the manuscript. If the NFBC PC does not provide the Recipient with any objections (such as misinterpretation of the original data or failing to acknowledge co-authorships as agreed by the Recipient) to the manuscript within the 15 days, the Recipient is free to publish the manuscript. The Provider will keep the manuscript confidential and not use it without the prior written consent of the Recipient. jk) to include as authors those Provider´s employees identified by NFBC PC who have played a key scientific role in the generation of results in all Publications publications arising from the Research. kl) to provide NFBC PC a copy of all accepted Publications publications (articles and abstracts) that result from the use of the Data Material within two months of the Publication publication if possible. 3.2. This Agreement is not transferrable. 3.3. The Provider retains ownership of the Material, including also any Material contained or incorporated in Modifications, and any pre-existing intellectual property rights pertaining thereto. For the avoidance of doubt, all terms applicable to the Material apply also to the Material included/contained in any Modifications, and thereby indirectly govern the use of the Modifications. 3.4. Without prejudice to Section 3.3 above and any pre-existing rights, the Recipient gains ownership to a) Modifications, excluding any Material included therein (e.g. modified plasmid), b) Any substances the Recipient creates through the use of the Material or Modifications, which are not Progeny, Unmodified Derivatives or Modifications and which do not contain the Original Material, Progeny, and/or Unmodified Derivatives (e.g. antibodies produced against antigen of Provider). If either a or b results from the collaborative efforts of the Provider and the Recipient, the Parties will negotiate joint ownership in good faith at either Party’s request. 3.5. Without prejudice to any pre-existing rights, the Party who creates the Results owns any intellectual property rights pertaining to them. 3.6. The owner of the rights to any Results hereby grants the other Party a worldwide, royalty-free, non-exclusive right to copy, use, modify and make public the Results for teaching and research purposes and have third parties to do so (subject to Appendix C concerning personal data), including for the avoidance of doubt the rights for inclusion in the NFBC database and further use by the Provider and/or third parties as described in Section 3.1(i) above. If the Parties created the Results together, they will negotiate in good faith to agree on the details concerning their shared rights at either Party’s request. 3.7. This Agreement or the Recipient’s rights under or in relation to this Agreement do not restrict the rights of the Provider, including also those to distribute or otherwise dispose of the Material or to publish any document relating to the Material, understanding however, that this Agreement does not restrict any pre-existing intellectual property rights of either Party. 3.8. The Provider accepts no liability related to the Recipient’s use of the Material. The Provider disclaims all warranties and representations with regard to the Material and its Results (if any), including those for a) satisfactory quality or fitness for any particular purpose; b) the use of Material being free from infringement of third party rights, including intellectual property rights. 3.9. The Recipient accepts no liability related to the Provider’s use of the Recipient’s Results. The Recipient disclaims all warranties and representations with regard to its Results, including those for a) satisfactory quality or fitness for any particular purpose; b) the use of the Results being free from infringement of third party rights, including intellectual property rights. 3.10. For the avoidance of doubt, the Provider is not liable for any costs related to the performance of the Research, unless otherwise specifically agreed in writing. To the extent permissible by law the Recipient indemnifies the Provider against and holds the Provider harmless from any loss, damage or liability howsoever arising from the Recipient´s use of the Material. 3.11. The Provider provides the Material for non-commercial NFBC research purposes only. Accordingly, the Recipient may not use its Results for commercial purposes without the Provider’s prior written consent and written agreement on the terms, which the Parties will negotiate in good faith at the Recipient’s request, understanding however that the Provider is under no obligation to consent to any commercial purposes. For the avoidance of doubt, commercial purposes include also applications for intellectual property rights such as patents. 3.12. Unless extended in writing, the term of this Agreement is five (5) years from the date of signing. Upon the effective date of termination the Recipient must discontinue its use of the Material and, upon the Provider’s directions, return or destroy any remaining Material. The Recipient, at its discretion, will also either destroy the Modifications or remain bound by terms of this Agreement as they apply to the Modifications. 3.13. The Provider may terminate this Agreement if the Recipient is in breach of any of the terms specified herein and if the breach has not been remedied within thirty (30) days after the date of written notice by the Provider of such breach. 3.14. Amendments to this Agreement must be made in writing and signed by the authorized representatives of both Parties. 3.15. This Agreement is governed by Finnish law. Any disputes arising under or in relation to this Agreement will be resolved in the District Court of Oulu. 3.16. This Agreement constitutes the exclusive statement of the Material transfer between the Parties and supersedes all oral or written proposals, prior agreements and other communications between the Parties concerning the subject matter of this Agreement, except that any prior commitments related to the privacy and handling of the Material the Recipient has undertaken in the application phase continue to apply to the extent complementing this Agreement. 3.17. The following appendices are incorporated into this Agreement: Appendix A The Material provided by the Provider, Appendix B Research proposal, Appendix C Instructions for Data Processing. Appendix C prevails over any conflicting terms elsewhere in this Agreement.

Terms and Conditions of this Agreement. 3.12.1. The Recipient agrees a) to use the Data solely for carrying out the experiments and analyses which are described in Appendix B (“Research”). b) that any use not described in Appendix B is subject to a prior written consent of NFBC PC and a separate agreement or an addendum or amendment to this Agreement. c) to use the Data only at the Recipient organization and only by the Recipient Scientist’s research group under the direction of the Recipient Scientist. d) that to maintain the rights under this Agreement it must obtain the written consent of NFBC PC before changing the Recipient Scientist. e) not to transfer the Data in whole or in part to anyone else within the Recipient organization than the persons authorized herein nor to any third party without the prior written consent of the NFBC PC. f) to use, store and dispose of the Data in compliance with all applicable laws, rules and regulations, this Agreement and the Provider’s written instructions. g) to follow the Instructions for Data Processing (Appendix C), which apply to the Data and any data or information obtained from the Data that constitutes personal data as defined in Appendix C. h) to submit to the NFBC PC any new data generated from the analyses of Data upon completion of the analyses, the practicalities for which will be agreed between the Provider Scientist and the Recipient Scientist where necessary. The new data can be for example modified variables that could be used in future research. The Recipient must also submit any relevant documentation related to the new data to the Provider to facilitate future research. hi) the NFBC PC has the right to incorporate the submitted new data into the NFBC database to be provided to internal or third-third party researchers at the Provider’s discretion. In such case the Recipient will be acknowledged appropriately in Publications publications utilising that data in accordance with the ICMJE recommendations (xxx.xxxxx.xxx/xxxxxxxxxxxxxxx/) and as agreed between the Provider Scientist and the Recipient Scientist. ij) to send to the NFBC PC a manuscript describing the results it has obtained from the analysis of the Data in the performance of the Research (“Results”) 15 days before submitting the manuscript. If the NFBC PC does not provide the Recipient with any objections (such as misinterpretation of the original data or failing to acknowledge co-authorships as agreed by the Recipient) to the manuscript within the 15 days, the Recipient is free to publish the manuscript. The Provider will keep the manuscript confidential and not use it without the prior written consent of the Recipient. jk) to include as authors those Provider´s employees identified by NFBC PC who have played a key scientific role in the generation of results in all Publications publications arising from the Research. kl) to provide NFBC PC a copy of all accepted Publications publications (articles and abstracts) that result from the use of the Data within two months of the Publication publication if possible. 2.2. This Agreement is not transferrable. 2.3. The Provider retains ownership of intellectual property rights pertaining to the Data. 2.4. Without prejudice to any pre-existing rights, the Party who creates the Results owns any intellectual property rights pertaining to them. The owner of the rights to any Results hereby grants the other Party a worldwide, royalty-free, non-exclusive right to copy, use, modify and make public the Results for teaching and research purposes and have third parties to do so (subject to Appendix C concerning personal data), including for the avoidance of doubt the rights for inclusion in the NFBC database and further use by the Provider and/or third parties as described in Section 2.1(i) above. If the Parties created any Results together, they will negotiate in good faith to agree on the details concerning their shared rights at either Party’s request. 2.5. This Agreement or the Recipient’s rights under or in relation to this Agreement do not restrict the rights of the Provider, including also those to distribute or otherwise dispose of the Data or to publish any document relating to the Data, understanding however, that this Agreement does not restrict any pre-existing intellectual property rights of either Party. 2.6. The Provider accepts no liability related to the Recipient’s use of the Data. The Provider disclaims all warranties and representations with regard to the Data and its Results (if any), including those for a) satisfactory quality or fitness for any particular purpose; b) the use of Data being free from infringement of third party rights, including intellectual property rights. 2.7. The Recipient accepts no liability related to the Provider’s use of the Recipient’s Results. The Recipient disclaims all warranties and representations with regard to its Results, including those for a) satisfactory quality or fitness for any particular purpose; b) the use of the Results being free from infringement of third party rights, including intellectual property rights. 2.8. For the avoidance of doubt, the Provider is not liable for any costs related to the performance of the Research, unless otherwise specifically agreed in writing. To the extent permissible by law the Recipient indemnifies the Provider against and holds the Provider harmless from any loss, damage or liability howsoever arising from the Recipient´s use of the Data. 2.9. The Provider provides the Data for non-commercial NFBC research purposes only. Accordingly, the Recipient may not use its Results for commercial purposes without the Provider’s prior written consent and written agreement on the terms, which the Parties will negotiate in good faith at the Recipient’s request, understanding however that the Provider is under no obligation to consent to any commercial purposes. For the avoidance of doubt, commercial purposes include also applications for intellectual property rights such as patents. 2.10. Unless extended in writing, the term of this Agreement is five (5) years from the date of signing. Upon the effective date of termination the Recipient will discontinue its use of the Data, and will, upon the Provider’s directions, return or destroy the Data, including for the avoidance of doubt any and all copies. 2.11. The Provider may terminate this Agreement if the Recipient is in breach of any of the terms specified herein and if the breach has not been remedied within thirty (30) days after the date of written notice by the Provider of such breach. 2.12. Amendments to this Agreement must be made in writing and signed by the authorized representatives of both Parties. 2.13. This Agreement is governed by Finnish law. Any disputes arising under or in relation to this Agreement will be resolved in the District Court of Oulu. 2.14. This Agreement constitutes the exclusive statement of the Data transfer between the Parties and supersedes all oral or written proposals, prior agreements and other communications between the Parties concerning the subject matter of this Agreement, except that any prior commitments related to the privacy and handling of the Data the Recipient has undertaken in the application phase continue to apply to the extent complementing this Agreement. The following appendices are incorporated into this Agreement: Appendix A The Data provided by the Provider, Appendix B Research proposal, Appendix C Instructions for Data Processing. Appendix C prevails over any conflicting terms elsewhere in this Agreement.

Terms and Conditions of this Agreement. 3.1. The Recipient agrees a) to use the Data solely for carrying out the experiments and analyses which are described in Appendix B (“Research”). b) that any use not described in Appendix B is subject to a prior written consent of NFBC PC and a separate agreement or an addendum or amendment to this Agreement. c) to use the Data only at the Recipient organization and only by the Recipient Scientist’s research group under the direction of the Recipient Scientist. d) that to maintain the rights under this Agreement it must obtain the written consent of NFBC PC before changing the Recipient Scientist. e) not to transfer the Data in whole or in part to anyone else within the Recipient organization than the persons authorized herein nor to any third party without the prior written consent of the NFBC PC. f) to use, store and dispose of the Data in compliance with all applicable laws, rules and regulations, this Agreement and the Provider’s written instructions. g) to submit to the NFBC PC any new data generated from the analyses of Data upon completion of the analyses, the practicalities for which will be agreed between the Provider Scientist and the Recipient Scientist where necessary. The new data can be for example modified variables that could be used in future research. The Recipient must also submit any relevant documentation related to the new data to the Provider to facilitate future research. h) the NFBC PC has the right to incorporate the submitted new data into the NFBC database to be provided to internal or third-party researchers at the Provider’s discretion. In such case the Recipient will be acknowledged appropriately in Publications utilising that data in accordance with the ICMJE recommendations (xxx.xxxxx.xxx/xxxxxxxxxxxxxxx/) and as agreed between the Provider Scientist and the Recipient Scientist. i) to send to the NFBC PC a manuscript describing the results it has obtained from the analysis of the Data in the performance of the Research (“Results”) 15 days before submitting the manuscript. If the NFBC PC does not provide the Recipient with any objections (such as misinterpretation of the original data or failing to acknowledge co-authorships as agreed by the Recipient) to the manuscript within the 15 days, the Recipient is free to publish the manuscript. The Provider will keep the manuscript confidential and not use it without the prior written consent of the Recipient. j) to include as authors those Provider´s employees identified by NFBC PC who have played a key scientific role in the generation of results in all Publications arising from the Research. k) to provide NFBC PC a copy of all accepted Publications (articles and abstracts) that result from the use of the Data within two months of the Publication if possible. l) to follow the data handling agreement (Appendix C Tietojenkäsittelysopimus)