Cognate will keep records of the Services performed by Cognate under this Agreement (including without limitation the results of such Services), in form and substance as specified in the applicable SOW, the applicable Quality Agreement, and this Agreement (collectively, the “ Records ”).  Such Records shall in any event be generated, maintained and updated in accordance with and as required by cGMP and other Applicable Laws and, with respect to any non-GMP Services, standard industry practice.  Asterias will be entitled to a copy (at Asterias’s cost and expense) of relevant Records following written request therefor.  Notwithstanding any other provision contained herein, Cognate reserves the right to use all data and results generated during the performance of the Services to support applications, assignments or other instruments necessary to protect any Intellectual Property rights (including apply for and obtain patents) in or to Cognate Technology.  Except as required by or necessary to comply with Applicable Laws, any Authority, or in connection with the protection of Cognate’s Intellectual Property rights, Cognate will not transfer, deliver or otherwise provide any such Records to any third party other than Asterias, without the prior written approval of Asterias.  Asterias shall own the Records and have the full, unrestricted, perpetual right to use and disclose such Records for any purposes relating to Products in its sole discretion (which right shall survive any expiration or termination of this Agreement).  All original Records of the Development and Manufacture of Product, or of the conduct of any other Services with respect to Product, under this Agreement will be retained and archived by Cognate in accordance with Applicable Law, but in no event for less than [***] following completion of the applicable SOW.  [***] completion of an SOW, copies of Records will be sent to Asterias or Asterias’s designee at Asterias’s sole cost and expense; provided , however , that Asterias may elect to have the Records retained in Cognate’s archives for an additional period of time at a reasonable charge to Asterias.  For clarity, if this Agreement expires or is terminated in accordance with Section 14.2, Asterias’ right to request copies of Records will survive until the [***] anniversary of the completion of each corresponding SOW or such longer period of time as Asterias may elect to have Cognate retain such Records, in each case, in consideration for a reasonable charge to Asterias.