Common use of Transfer and Handling of Materials Clause in Contracts

Transfer and Handling of Materials. 3.1 Debio shall use the EPI-HNE4 Materials and Dyax Confidential Information solely for the purposes specified in this Agreement and for no other purpose, including without limitation, use in any research activities other than those which relate directly to the purposes specified herein, or for any commercial purpose. Such use shall be in compliance with all applicable laws and regulations. Upon conclusion of the Research, Debio shall return or destroy, as directed by Dyax, all unused EPI-HNE4 Materials. Debio shall not sell, transfer, disclose or otherwise provide access to the EPI-HNE4 Materials or Dyax Confidential Information, any method or process relating thereto or any material that could not have been made but for the foregoing, to any person or entity without the prior express written consent of Dyax, except that Debio may allow access to the EPI-HNE4 Materials to employees or agents for purposes consistent with the Agreement. Debio will make diligent efforts to ensure that such employees and agents will use the EPI-HNE4 Materials in a manner that is consistent with the terms of the Agreement. Dyax shall use Debio Know-How solely for the purposes specified in this Agreement and for no other purpose. 3.2 Upon termination of the Agreement and except as provided under any license agreement, Debio shall immediately cease all use, including, without limitation, research and commercial use, of the EPI-HNE4 Materials and Dyax Confidential Information and shall, according to Dyax's instructions, destroy or return the EPI-HNE4 Materials and any copies or replications thereof, under the control of Debio. 3.3 Debio acknowledges and agrees that the EPI-HNE4 Materials may have biological and/or chemical properties that are unpredictable and unknown at the time of transfer and that they are to be used with caution and prudence.

Transfer and Handling of Materials. 3.1 Debio shall use the EPI-HNE4 Materials and Dyax Confidential Information solely for the purposes specified in this Agreement and for no other purpose, including without limitation, use in any research activities other than those which relate directly to the purposes specified herein, or for any commercial purpose. Such use shall be in compliance with all applicable laws and regulations. Upon conclusion of the Research, Debio shall return or destroy, as directed by Dyax, all unused EPI-HNE4 Materials. Debio shall not sell, transfer, disclose or otherwise provide access to the EPI-HNE4 Materials or Dyax Confidential Information, any method or process relating thereto or any material that could not have been made but for the foregoing, to any person or entity without the prior express written consent of Dyax, except that Debio may allow access to the EPI-HNE4 Materials to employees or agents for purposes consistent with the Agreement. Debio will make diligent efforts to ensure that such employees and agents will use the EPI-HNE4 Materials in a manner that is consistent with the terms of the Agreement. Dyax shall use Debio Know-How solely for the purposes specified in this Agreement and for no other purpose. 3.2 Upon termination of the Agreement and except as provided under any license agreement, Debio shall immediately cease all use, including, without limitation, research and commercial use, of the EPI-HNE4 Materials and Dyax Confidential Information and shall, according to Dyax's instructions, destroy or return the EPI-HNE4 Materials and any copies or replications thereof, under the control of Debio. Confidential material omitted and filed separately with the Securities and Exchange Commission. Asterisks denote such omissions. 3.3 Debio acknowledges and agrees that the EPI-HNE4 Materials may have biological and/or chemical properties that are unpredictable and unknown at the time of transfer and that they are to be used with caution and prudence.