Know-How and Materials Transfer Clause Samples

The Know-How and Materials Transfer clause governs the process by which one party provides technical knowledge, proprietary information, or physical materials to another party, typically to enable research, development, or manufacturing activities. This clause outlines the types of know-how or materials to be transferred, the conditions under which the transfer occurs, and any restrictions on their use, such as confidentiality or limitations on further distribution. Its core practical function is to ensure that both parties clearly understand their rights and obligations regarding the transfer, thereby facilitating collaboration while protecting proprietary interests.
Know-How and Materials Transfer. The Parties acknowledge and agree that the provisions of Section 5.3 of the Purchase Agreement shall apply to the rights granted hereunder.
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Know-How and Materials Transfer. Promptly after the Effective Date, and from time to time thereafter (as reasonably requested by Licensee) but within 1 year after the Effective Date, ▇▇▇▇ ▇▇▇▇▇ shall provide to Company samples of and disclose all Licensed Know-How (including new additions to the Licensed Tangible Materials) to Company, including reasonable quantities of all materials reasonably requested to advance the development of Licensed Products. ▇▇▇▇ ▇▇▇▇▇ agrees to provide reasonable support and consultation regarding such transfer to support Company’s research, development and manufacture of Licensed Products. Licensee can request a reasonable amount of formal meetings during the term of this Agreement, on a reasonable schedule and format that is mutually agreeable to ▇▇▇▇ ▇▇▇▇▇ investigators and Company, to provide Company with information necessary or useful for it to carry out its obligations and/or exercise its rights under this Agreement and to determine whether to elect to manufacture Licensed Products. In addition ▇▇▇▇ ▇▇▇▇▇ agrees that ▇▇▇▇ ▇▇▇▇▇ investigators will make themselves reasonably available for additional telephone discussions regarding the Licensed Know-How, including the use, manufacture and maintenance thereof. 3.1 Company shall use Commercially Reasonable Efforts to bring a Licensed Product to market through a program for exploitation of the Licensed Rights. The program shall include the preclinical and clinical development of the project, including research and development, manufacturing, laboratory and clinical testing and marketing of Licensed Product.
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Related to Know-How and Materials Transfer

  • Materials Transfer In order to facilitate the Development activities contemplated by this Agreement, either Party may provide to the other Party certain biological materials or chemical compounds Controlled by the supplying Party (collectively, “Materials”) for use by the other Party in furtherance of such Development activities. Except as otherwise provided for under this Agreement, all such Materials delivered to the other Party will remain the sole property of the supplying Party, will be used only in furtherance of the Development activities conducted in accordance with this Agreement, will not be used or delivered to or for the benefit of any Third Party, except for subcontractors, without the prior written consent of the supplying Party, and will be used in compliance with all Applicable Laws. The Materials supplied under this Agreement must be used with prudence and appropriate caution in any experimental work because not all of their characteristics may be known. Except as expressly set forth in this Agreement, THE MATERIALS ARE PROVIDED “AS IS” AND WITHOUT ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR ANY PARTICULAR PURPOSE OR ANY WARRANTY THAT THE USE OF THE MATERIALS WILL NOT INFRINGE OR VIOLATE ANY PATENT OR OTHER PROPRIETARY RIGHTS OF ANY THIRD PARTY.

  • Third Party Materials The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third- party advertising ("Third-Party Materials"). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.

  • Construction materials (1) The restrictions of section 1605 of the American Recovery and Reinvestment Act of 2009 (Pub. L. 111-5) (Recovery Act) do not apply to Recovery Act designated country manufactured construction material. The restrictions of the Buy American statute do not apply to designated country unmanufactured construction material. Consistent with U.S. obligations under international agreements, this clause implements--

  • Training Materials Training Materials will be provided for each student. Training Materials may be used only for either (i) the individual student’s reference during Boeing provided training and for review thereafter or (ii) Customer’s provision of training to individuals directly employed by the Customer.

  • Materials and Methods 86 2.1 PARTICIPANTS 87 We used baseline measurements from a convenience sample of participants in previous (3) and 88 ongoing cohort studies investigating the effects of rehabilitation on balance responses (Table 1). PD 89 participants were mild-moderate with bilateral symptoms (▇▇▇▇▇ and ▇▇▇▇ stage 2-3 (13)). All 90 participants provided written informed consent and all study procedures were approved by Institutional 91 Review Boards at the Georgia Institute of Technology and Emory University.