Common use of Permitted Third Parties Clause in Contracts

Permitted Third Parties. 7.1 Subject to clause 7.2, the Recipient shall not sell, transfer, make a gift of or donate to any third party the Material for any purpose. 7.2 The Recipient may transfer the Materials in accordance with standard industry practice to the Permitted Third Parties provided the Materials supplied are labelled “For Non-Clinical Use Only”. The Recipient will ensure that the Permitted Third Parties will be bound by the terms and conditions of this Contract. 7.3 The Recipient acknowledges and accepts that NHSBT is obliged, in accordance with public policy and to retain the goodwill of Donors, to ensure that no third party shall achieve a profit which can be attributed solely to the onward sale of any tissue or other materials donated to NHSBT. NHSBT does not ascribe a value to the Materials and the Recipient must not similarly ascribe any value to the Materials. The price paid by the Recipient for the Materials represents the costs incurred by NHSBT in making those Materials available. Accordingly, the Recipient agrees that the contractual terms on which it transfers the Materials to the Permitted Third Parties shall not result in the Recipient charging the Permitted Third Parties any more for the Materials than the price paid to NHSBT. 7.4 The Recipient acknowledges and agrees that any additional income (whether in monetary or other form) achieved in relation to the Materials: (i) can only be achieved through the Recipient’s processing, storing, handling and delivery of the Materials prior to onward transfer to the Permitted Third Parties (“Added Value Services”); and (ii) cannot be additional income which could reasonably be considered to be made as a consequence solely of the onward transfer of the Materials by the Recipient. The Recipient acknowledges that the only manner in which it can increase its income in relation to the onward transfer of the Materials is to increase the cost to the Permitted Third Parties of the Added Value Services.