Restrictive Covenants on Materials Clause Samples

The Restrictive Covenants on Materials clause limits how certain materials provided or used under the agreement can be used, shared, or disclosed by the parties. Typically, this clause specifies that materials such as documents, data, or proprietary information must not be reproduced, distributed, or utilized outside the scope of the contract without explicit permission. By imposing these restrictions, the clause helps protect confidential or valuable materials from unauthorized use, thereby safeguarding intellectual property and sensitive information.
Restrictive Covenants on Materials. The Materials Receiving Party agrees that it will: (a) Use the received Materials solely for, and in compliance with, the Research Plan; (b) Use the received Materials in compliance with applicable Laws; (c) Not use the received Materials in human subjects; (d) Use the received Materials only in the Materials Receiving Party’s laboratories by personnel of the Materials Receiving Party; (e) Not transfer the received Materials to any Third Party without the prior written consent of the Materials Transferring Party; and (f) Not reverse engineer or chemically analyze the received Materials, except as expressly agreed in writing by the Materials Transferring Party. The Materials Receiving Party further agrees that all of the foregoing restrictions shall also apply to all progeny or derivatives of Materials it receives from the Materials Transferring Party that are generated by or on behalf of the Materials Receiving Party.
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Restrictive Covenants on Materials. Elpiscience shall: (a) use the Inhibrx Materials, and any progeny or derivative thereof, in compliance with the Licenses; (b) use the Inhibrx Materials, and any progeny or derivative thereof, received from Inhibrx in compliance with applicable Laws; and (c) not use the Inhibrx Materials, or any progeny or derivative thereof, in human subjects; provided, that the foregoing shall not apply to Licensed Molecule and Licensed Product manufactured under current Good Manufacturing Practice (“cGMP”) process by or for Elpiscience and either (i) administered under an applicable IND or (ii) following, and in compliance with, Marketing Approval therefore, in each case consistent with the License.
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Restrictive Covenants on Materials. Just shall: (a) use the Inhibrx Materials, and any progeny or derivative thereof, in compliance with the Licenses; (b) use the Inhibrx Materials, and any progeny or derivative thereof, received from Inhibrx in compliance with applicable Laws; and (c) not use the Inhibrx Materials, or any progeny or derivative thereof, in human subjects; provided, that the foregoing shall not apply to any progeny of the Inhibrx Materials manufactured by TESARO.
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Restrictive Covenants on Materials. FivePrime shall: (a) Use the Materials received from INBRX (i) solely for, and in compliance with, the Research Plan, and (ii) in compliance with the Licenses; (b) Use the Materials received from INBRX in compliance with applicable Laws; and (c) Not use the Materials received from INBRX in human subjects. FivePrime further agrees that all of the foregoing restrictions shall also apply to all progeny or derivatives of Materials it receives from INBRX that are generated by or on behalf of FivePrime.
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Related to Restrictive Covenants on Materials

  • Confidentiality and Restrictive Covenants (a) The Executive acknowledges that: (i) the Company (which, for purposes of this Section 8 shall include the Company and each of its subsidiaries and affiliates) operates membership warehouse clubs in Central America, Colombia and the Caribbean (the “Business”); (ii) the Company is dependent on the efforts of a certain limited number of persons who have developed, or will be responsible for developing the Company’s Business; (iii) the Company’s Business is international in scope; (iv) the Business in which the Company is engaged is intensely competitive and that Executive’s employment by the Company will require that he have access to and knowledge of nonpublic confidential information of the Company and the Company’s Business, including, but not limited to, certain/all of the Company’s products, plans for creation, acquisition or disposition of products or publications, strategic and expansion plans, formulas, research results, marketing plans, financial status and plans, budgets, forecasts, profit or loss figures, distributors and distribution strategies, pricing strategies, improvements, sales figures, contracts, agreements, then existing or then prospective suppliers and sources of supply and customer lists, undertakings with or with respect to the Company’s customers or prospective customers, and patient information, product development plans, rules and regulations, personnel information and trade secrets of the Company, all of which are of vital importance to the success of the Company’s business (collectively, “Confidential Information”); (v) the direct or indirect disclosure of any Confidential Information would place the Company at a serious competitive disadvantage and would do serious damage, financial and otherwise, to the Company’s business; (vi) by his training, experience and expertise, the Executive’s services to the Company is special and unique; (vii) the covenants and agreements of the Executive contained in this Section 8 are essential to the business and goodwill of the Company; and (viii) if the Executive leaves the Company’s employ to work for a competitive business, in any capacity, it would cause the Company irreparable harm.

  • Restrictive Covenant Agreements The Executive agrees to be bound by the Invention and Non-Disclosure Agreement attached hereto as Exhibit A and the Non-Competition and Non-Solicitation Agreement attached hereto as Exhibit B (Exhibit A and Exhibit B together referred to as the “Restrictive Covenant Agreements”), each of which are incorporated by reference herein. The provisions of the Restrictive Covenant Agreements shall survive the term of this Agreement pursuant to the terms set forth in Exhibit A or Exhibit B, as applicable.

  • Restrictive Covenants Agreement The Executive acknowledges and agrees that in consideration and as a condition of the commencement of employment by the Company, the Executive is required to enter into the Restrictive Covenants Agreement attached hereto as Exhibit A (the “Restrictive Covenants Agreement”). For purposes of this Agreement, the obligations in this Section 8 and those that arise in the Restrictive Covenants Agreement and any other agreement relating to confidentiality, assignment of inventions, or other restrictive covenants shall collectively be referred to as the “Continuing Obligations.”

  • Restrictive Covenant Agreement The Company’s obligations under this Agreement, including the Company’s agreement to provide severance and to allow Employee to participate in the other compensation programs as provided on Schedule A, is conditioned on Employee signing a Restrictive Covenant Agreement in the form of Schedule B (the “Restrictive Covenant Agreement”).

  • Survival of Restrictive Covenants Employee acknowledges that the above restrictive covenants shall survive the termination of this Agreement and the termination of Employee’s employment for any reason. Employee further acknowledges that any alleged breach by the Company of any contractual, statutory or other obligation shall not excuse or terminate the obligations hereunder or otherwise preclude the Company from seeking injunctive or other relief. Rather, Employee acknowledges that such obligations are independent and separate covenants undertaken by Employee for the benefit of the Company.