Common use of Background excluded Clause in Contracts

Background excluded. For the avoidance of doubt, the Parties agree that AXON’s Background shall not include the following (a) any of AXON’s current or future data, know-how or information that is not necessary for the implementation of the Project; the Parties agree that AXON’s data, know-how or information shall be regarded as not being necessary for the implementation of the Project and/or for the Exploitation of the Results if AXON’s data, know-how or information are not necessary for the delivery by one of the Parties of a particular deliverable mentioned in Annex 1 to the Grant Agreement; (b) any data, know-how or information that AXON will generate independently without any connection to the Project; (c) with regard to AXON’s AADvac vaccines and/or AXON’s therapy and diagnosis in Alzheimer’s Disease or other Tauopathy, any intellectual property rights, data, knowhow or information arising from or relating to AXON’s patent applications submitted (i) to the World Intellectual Property Organization and published under no. WO/2013/041962 (title: “PROTEIN-BASED THERAPY AND DIAGNOSIS OF TAU-MEDIATED PATHOLOGY IN ALZHEIMER'S DISEASE”); (ii) to the World Intellectual Property Organization and published under no. WO/2016/079597A1 (title: “HUMANIZED TAU ANTIBODIES IN ALZHEIMER’S DISEASE”); and (iii) to the World Intellectual Property Organization and published under no. WO/2019/1862276A2 (title: “ANTIBODY-BASED METHODS OF DETECTING AND TREATING ALZHEIMER’S DISEASE”); and (d) with regard to AXON’s transgenic models, any intellectual property rights, data, knowhow or information arising from or relating to patent applications submitted by AXON NEUROSCIENCE FORSCHUNGS- UND ENTWICKLUNGS GMBH, Rennweg ▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, AXON’s legal predecessor whose intellectual property rights were duly acquired by AXON, (i) to the World Intellectual Property Organization and published under no WO/2004/007722 (title: “Transgenic Animal Expressing Alzheimer's Tau Protein”); and (e) any other intellectual property rights, data, know-how or information arising from or relating to any other patent applications submitted by AXON or by its legal predecessors at the time of signature of this Consortium Agreement. (the patent applications mentioned in letters (c) to (e) are hereinafter referred to as “AXON’s Patent Applications”).

Background excluded. For the avoidance of doubt, the Parties agree that AXON’s Background shall not include the following (a) any of AXON’s current or future data, know-how or information that is not necessary for the implementation of the Project; the Parties agree that AXON’s data, know-how or information shall be regarded as not being necessary for the implementation of the Project and/or for the Exploitation of the Results if AXON’s data, know-how or information are not necessary for the delivery by one of the Parties of a particular deliverable mentioned in Annex 1 to the Grant Agreement; (b) any data, know-how or information that AXON will generate independently without any connection to the Project; (c) with regard to AXON’s AADvac vaccines vaccine and/or AXON’s therapy and diagnosis in Alzheimer’s Disease or other Tauopathy, any intellectual property rights, data, knowhow or information arising from or relating to AXON’s patent applications submitted (i) to the World Intellectual Property Organization and published under no. WO/2013/041962 (title: “PROTEIN-BASED THERAPY AND DIAGNOSIS OF TAU-MEDIATED PATHOLOGY IN ALZHEIMER'S DISEASE”); (ii) to the World Intellectual Property Organization and published under no. WO/2016/079597A1 (title: “HUMANIZED TAU ANTIBODIES IN ALZHEIMER’S DISEASE”); and (iii) to the World Intellectual Property Organization and published under no. WO/2019/1862276A2 (title: “ANTIBODY-BASED METHODS OF DETECTING AND TREATING ALZHEIMER’S DISEASE”); and (d) with regard to AXON’s transgenic models, any intellectual property rights, data, knowhow or information arising from or relating to patent applications submitted by AXON NEUROSCIENCE FORSCHUNGS- UND ENTWICKLUNGS GMBH, Rennweg ▇▇▇, ▇-▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇, AXON’s legal predecessor whose intellectual property rights were duly acquired by AXON, (i) to the World Intellectual Property Organization and published under no WO/2004/007722 (title: “Transgenic Animal Expressing Alzheimer's Tau Protein”); and (e) any other intellectual property rights, data, know-how or information arising from or relating to any other patent applications submitted by AXON or by its legal predecessors at the time of signature of this Consortium Partnership Agreement. (the patent applications mentioned in letters (c) to (e) are hereinafter referred to as “AXON’s Patent Applications”).