Transfer of Material. If any Materials are transferred for the performance of the Project from one Party (including through its Affiliated Entities or third parties) (“Providing Party”) to another Party (“Recipient Party”), or to its Affiliated Entities or third parties, each Recipient Party shall be bound by the following provisions and shall be responsible for ensuring that its Affiliated Entities and third parties comply with such provisions: The Recipient Party needs to have all the required authorisations under all applicable laws and regulations to perform the allocated work using the Materials. The Materials shall be used by Recipient Party in full compliance with all applicable laws and regulations. The Materials shall be used solely for performance of the Project in accordance with this Consortium Agreement. The Materials will under no circumstances be administered to humans, unless this is specifically required in accordance with the Project Application. The Materials shall not be analysed or modified except as necessary for the purpose of the Project. The Materials shall not be transferred or made by the Recipient Party available to any individual other than those under the supervision and control of the Recipient Party, its Affiliates or third parties. Upon completion of the Project, or the expiry or termination of this Consortium Agreement, any unused Materials will be either returned to the Providing Party at its written direction, which made them available, or disposed of/destroyed in accordance with all applicable laws and regulations and provide Providing Party with a written confirmation of such disposal or destruction. All Materials are transferred with no warranties, express or implied, of merchantability or fitness for a particular purpose or otherwise. In particular, no Providing Party represents or warrants that the use of the Materials will not infringe or violate any patent or proprietary rights of third parties. The Materials are to be used with caution and prudence in any experimental work, since not all of the characteristics are necessarily known. The Recipient Party using the Materials shall bear all risk to it and/or any other risks resulting, directly or indirectly, from its use, application, storage or disposal/destruction of the Materials. In case that a Providing Party requires more stringent clauses in order to protect its Materials to be transferred under the Project, the relevant Parties may agree to enter into a separate material transfer ...
Transfer of Material. GenuPro shall in good faith and at no charge to Licensee promptly following the Effective Date, but in any event within ten (10) days of the Effective Date if this Agreement, transfer to Licensee all GenuPro Compound and CTM Product in its possession as of the Effective Date of this Agreement. The amounts of each are listed on Schedule 3.02. Such transfer of material shall be accompanied by applicable quality and regulatory information necessary to permit use of such materials in clinical testing.
Transfer of Material. The Recipient must not supply the Material to any third party and the Recipient and the Recipient Investigator will refer to Austin Health any request for the Material, from anyone other than those persons working under the Recipient Investigator's direct supervision. Ownership of Materials. Austin Health retains ownership of the Material. Austin Health has the right to use or permit others to use the Material at any time for any purpose. Recipient obtains no ownership rights in the Material by virtue of the transfer by Austin Health under this Agreement. Except as provided in this Agreement, no express or implied licences or other rights to any part of the Material are provided to the Recipient.
Transfer of Material. Subject to the terms and conditions herein contained, NAIST shall transfer [INSERT QUANTITY] of the MATERIAL to COMPANY by courier within forty-five (45) days after the Effective Date.
Transfer of Material. The transfer of Material from one Party to the other Party will be governed by the terms and conditions of this Section 5.3, unless the Parties mutually agree otherwise. The Parties agree that the Pfizer Compound, and other compounds, materials, biological samples, and other physical property (altogether, the “Material”) of each Party may be provided to the other Party and used by the other Party solely for the purpose of the Project Plan and solely in the laboratories or clinics of that Party by personnel described in the Project Plan. Accordingly, any and all Material of a Party will be treated as Confidential Information of that Party in accordance with Article 7. Any transfer of Material or other physical property by one Party to the other Party’s site shall require the prior written consent of both Parties in the form of Exhibit C1 (for the transfer of Material not derived from human tissue) or Exhibit C2 (for the transfer of Material derived from human tissue). Detailed records of all such transferred items will be kept by AMC and Pfizer. All such Material shall be transferred to the other Party by secure means. All such Material shall remain the property of the transferring Party and will be surrendered to the transferring Party promptly or destroyed after the transferring Party provides to the other Party a written request for such return or destruction. No license, express or implied, is granted to the other Party in respect of such supplied Material other than as expressly stated in this Agreement. [this section should be modified accordingly if the research plan does not contemplate transfer of materials from AMC to Pfizer]
Transfer of Material. Provisions for the transfer of software, data, books, records, files, memoranda, reports, programs, and other documentation used by the Custodian in the performance of its duties hereunder to the successor Custodian shall be set forth in the Trust Record Keeping Services Agreement.
Transfer of Material. Within thirty (30) days following the Effective Date, BRIDGE shall transfer to ALGORX, or its designee, all available GMP-quality quantities of ****** and ****** in its possession and in the possession of the manufacturer of the GMP-material without further consideration by ALGORX; provided, however, that BRIDGE shall be permitted to retain such quantities of the Compound as is necessary to allow BRIDGE to discharge its obligations hereunder. ALGORX will acknowledge receipt in writing.
Transfer of Material. 2.1. The ORIGINAL MATERIAL transferred through this AGREEMENT includes: [COMPLETE] strain sample [COMPLETE BMCC Code and species].
2.2. RECIPIENT agrees that all information provided to the COLLECTION or INTERMEDIARY in connection with any order for MATERIAL is complete, and complies with applicable laws and regulations. accurate and
2.3. The COLLECTION and the INTERMEDIARY will prepare, pack, and dispatch the MATERIAL requested by the RECIPIENT for shipment in accordance with the laws and regulations applicable to the address indicated by the RECIPIENT. Payments related to said shipment will be made in advance, after sending the corresponding invoice for a total amount of [COMPLETE] €] + the corresponding VAT. After confirmation of the order, receipt of payment, or payment commitment, as well as this signed MTA, the RECIPIENT is responsible for ensuring that all the necessary permits are obtained for the shipment of the MATERIAL.
2.4. The RECIPIENT assumes any risk and responsibility related to the reception, handling, storage, elimination, and use of the MATERIAL. The RECIPIENT agrees any manipulation or other activity carried out in their laboratory with the MATERIAL will be carried out under their responsibility and in accordance with all applicable laws and regulations related to manipulation, storage, elimination and use of the material. the reception,
2.5. The RECIPIENT, therefore, assures that within their laboratory (i) access to the MATERIAL will be restricted to personnel capable and qualified to safely handle said MATERIAL and (ii) RECIPIENT shall exercise the necessary care, taking into account the specific characteristics of the MATERIAL, to maintain and use it with appropriate precautions to minimize any risk of harm to persons, property, and the environment, and to safeguard it from theft or misuse.
2.6. Unless agreed in writing with the COLLECTION, the RECIPIENT will not sell, distribute or propagate the MATERIAL for distribution, loan or transfer to any other, except to a RECEIVER involved in the LEGITIMATE EXCHANGES as defined in this AGREEMENT. In that case, the RECEIVER will keep a record of any LEGITIMATE EXCHANGE carried out, leaving said information at the disposal of the COLLECTION, and must be delivered at the request of the same. In the event of a LEGITIMATE EXCHANGE, the RECEIVER agrees to transfer the same terms and conditions of this Agreement to the third party, so that they will be subject to the obligations and rights conta...
Transfer of Material. 2.1 Subject to Clause 2.4 below, CABI agrees to transfer the Original Material to the Customer. CABI shall label, package, and arrange for transport of the Original Material in accordance with applicable laws and regulations.
2.2 The Customer shall be responsible for all duties, tax(es), tariffs and fees arising in connection with this MTA and the transfer of the Original Material. The Customer shall, upon demand, pay to CABI an amount equal to any such tax(es), duties, tariffs and permit fees actually paid or required to be collected or paid by CABI.
2.3 If the Original Material is not viable on receipt by the Customer, and provided the Customer has handled and continues to handle the Original Material in accordance with instructions provided by CABI, CABI will provide (a) replacement of the Original Material or (b) a refund of the fee paid to CABI (if any).
2.4 Nothing in this MTA obliges CABI to supply the Original Material if (a) CABI is prohibited from doing so under any applicable legislation, including legislation relating to terrorism or threat of biological weapons or (b) CABI has reasonable grounds to suspect that the Customer intends to utilise the Material in any manner which contravenes the terms of this MTA or for any other prohibited or unethical purpose.
2.5 At CABI’s request the Customer shall promptly and at its cost return or destroy (at CABI’s option) all Material on termination or expiry of this MTA.
Transfer of Material. 6.1 If it is proposed that materials necessary for the conduct of the research is to be transferred between the Parties a master agreement to cover all such transfers will be negotiated between the Parties as appropriate and a proper letter agreement will be executed to cover each individual transfer under the master agreement.
6.2 Subject to Third Party rights (if any) and Host University’s applicable policies, the Parties acknowledge that the Visiting Researcher may distribute, either from the Visiting Researcher’s lab at Home University or at Host University any materials of which the Visiting Researcher is a co-inventor to research scientists at non-profit institutions. The Parties will cooperate regarding the form of agreement that is to be used to cover such transfers.
