Common use of Use of the Materials Clause in Contracts

Use of the Materials. 2.1 The Recipient shall ensure that the Cell Lines are: 2.1.1 used only for the purposes of academic, non-commercial research; 2.1.2 not used for administration to human subjects, or for therapeutic or diagnostic use; 2.1.3 not used for any purposes prohibited by the Human Reproductive Cloning Act 2001, and 2.1.4 not transferred outside of Recipient’s premises or made available to anyone other than personnel of the Recipient. 2.2 Recipient represents and warrants that it is NOT any of the following: a) a for-profit entity; b) an entity that receives the majority of its operating budget from a for- profit entity, or c) a for-profit organization’s research foundation (including a not-for-profit research foundation) 2.3 Recipient acknowledges that the Cell Lines were made using a CytoTuneTM iPS Reprogramming kit obtained from Life Technologies Corporation , by Sanger as ‘the buyer’, under a Limited Use Label Licence, the terms of which are set out at Schedule 1 and which prohibit use of the Cell Lines for commercial applications (as defined at Schedule 1). Recipient agrees that it will not use or permit the use of the Cell Lines for any such commercial application and will comply with the terms set out at Schedule 1 as they apply to the Cell Lines supplied under this Agreement. Without prejudice to the generality of the foregoing, Recipient understands that some uses of the Cell Lines may require a licence from Life Technologies Corporation or its licensor, DNAVEC Corporation. Neither Sanger nor ECACC accepts any liability in relation thereto. Any queries relating to the scope of Schedule 1 and any requirement for a separate licence should be directed to Life Technologies and/or DNAVEC. Further, Generating iPS cells requires using the “Yamanaka factors” to induce reprograming into iPS cells. These were discovered by Prof Xxxxxx Xxxxxxxx'x team at Kyoto University. These factors and related methods are the subject of patents or patent applications held by Kyoto University. These rights cannot be commercialised without a licence obtained from iPS Academia Japan, Inc. (xxxx://xxx.xxx-xxxx.xxx/e/index.php).