Materials. Unless otherwise agreed to in writing by the Parties, the LICENSOR shall be responsible at its expense for obtaining all Materials in reasonable quantities consistent with the LICENSOR’s supply obligations under the then-current purchase order, on timelines that enable the LICENSOR to meet its delivery and supply obligations under all applicable purchase orders and this Agreement, taking into account the forecast demand for Unlabeled Product as reflected in the most recent Forecast.

Materials. With the exception of the Apellis Supplied Materials referred to in Section 2.13, if any, [[Bachem CH:Organization]] shall be responsible for procuring all Materials, in adequate quantities to Manufacture Drug Substance. [[Bachem CH:Organization]] shall purchase adequate quantities of such Materials and shall be responsible for negotiating the price for such Materials. For clarity, the Supply Price takes into account the costs of such Materials.

Materials. To facilitate the performance of activities under the Research Programs, either Party may provide to the other Party certain biological materials or chemical compounds owned by or licensed to the supplying Party for use by the other Party (such materials or compounds and any progeny, collectively, “Materials”). All such Materials shall remain the sole property of the supplying Party, shall be used by the receiving Party solely to perform its obligations under the Research Programs, shall not be used or delivered to or for the benefit of any Third Party without the prior written consent of the supplying Party, and shall not be used in research or testing involving human subjects, unless expressly agreed. The Materials supplied under this Section are supplied “as is” and must be used with prudence and appropriate caution in any experimental work, since not all of their characteristics may be known.

Materials. Urovant shall prepare and control the content of all Materials for the MSAS Force. Urovant shall be solely responsible for ensuring that the Materials are in compliance with the Regulatory Approvals for the Product and Applicable Law. Once approved by Urovant, the content of the Materials shall be provided by Urovant to the CPC in advance of the time period in which such Materials are to be used by Sunovion in accordance with the Sales Plan for the CPC to review and provide comments, which such comments shall be considered in good faith by Urovant; provided that, if Sunovion’s legal or regulatory

Control of Materials. Mosaic agrees to retain control over the Materials and not to transfer the Materials to any person or entity other than Catalyst without the prior written approval of Catalyst. Catalyst reserves the right to distribute similar Materials to others and to use such Materials for its own purposes.

Transfer of Materials; Use of Materials. In accordance with the Research Plan, Arcturus shall transfer the Materials to Takeda […​…] 32. Takeda shall use the Materials solely for conducting the Studies under this Agreement and for no other purpose, including without limitation any commercial purpose or any research other than the Studies. Unless otherwise permitted in the Research Plan or authorized by Arcturus in writing, Takeda shall not modify or create derivatives of the Materials, combine or mix the Materials with any other compound or ingredient or otherwise use the Materials in combination with any other compound or ingredient, or attempt to reverse engineer, deconstruct or in any way determine the structure or composition of the Materials. Takeda shall not sell, transfer, disclose or otherwise provide access to the Materials, any derivative thereof, or any material resulting from the use of the Materials or any derivative thereof, to any person or entity without the express prior written consent of Arcturus (which Arcturus may withhold in its sole discretion), except that Takeda may allow access to the Materials to those employees of Takeda, its affiliates or its third party contractors who require such access in order to conduct the Studies on behalf of Takeda and for the Purpose; provided that such employees, affiliates and contractors are bound by written agreement to retain and use the Materials in a manner that is substantially consistent with the terms of this Agreement. When the Studies are completed in accordance with the Research Plan, Takeda shall return any remaining Materials to Arcturus, or otherwise dispose of the Materials as instructed by Arcturus.

The following materials will be supplied by AADI to FRESENIUS KABI to enable product manufacturing (“Supplied Materials”):

Materials. Each party retains all IPR in and to all previously existing or newly created materials, methodologies, operating and applications software, programs, architecture data, processes, methods, creations, developments and technical information and intellectual property developed (“Developments”) by such party, provided any newly created materials do not use or rely on the Confidential Information of the other party other than as expressly set forth in this Agreement or any Sales Order.

Control of Materials. Mosaic agrees to retain control over the Materials and not to transfer the Materials to any person or entity other than Catalyst without the prior written approval of Catalyst. Catalyst reserves the right to distribute similar Materials to others and to use such Materials for its own purposes. Mosaic agrees to return all Materials and products or materials derived from such Material to Catalyst on completion of the Research Plan or at any earlier time that Catalyst may request.

Materials. The Executive will use Confidential Information only for normal and customary use in the Company’s business, as determined reasonably and in good faith by the Executive. The Executive will return to the Company all Confidential Information and copies thereof and all other property of the Company or any Company Affiliate at any time upon the request of the Company and in any event promptly after the Executive’s employment ends. The Executive agrees to identify and return to the Company any copies of any Confidential Information after the Executive ceases to be employed by the Company. Anything to the contrary notwithstanding, nothing in this Section 6 shall prevent the Executive from retaining a home computer (provided all Confidential Information has been removed), papers and other materials of a personal nature, including diaries, calendars and Rolodexes, information relating to his compensation or relating to reimbursement of expenses, information that may be needed for tax purposes, and copies of plans, programs and agreements relating to his employment or termination thereof.