Common use of Control Clause in Contracts

Control. Controls or Controlled by means, with respect to any Know-How or Patent, the possession of (whether by ownership or license, other than pursuant to this Agreement), or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How or Patent as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 4 contracts

Samples: TEKMIRA PHARMACEUTICALS Corp, TEKMIRA PHARMACEUTICALS Corp, Alnylam Pharmaceuticals, Inc.

Control. Controls or Controlled by means by” shall mean, with respect to any Know-How in the context of Patent Rights or Patent other Intellectual Property Rights, the possession of (whether by ownership or license, other than pursuant to this Agreement), or the ability on the part of a Party or any of its Existing Affiliates to grant access to, to or a license or sublicense of, such Know-How or Patent as provided for herein without violating the terms of any agreement or other arrangement with any Third Party (other than an Affiliate) existing at the time such Party would be required hereunder to grant the other another Party such access or license or sublicense.

Appears in 4 contracts

Samples: Marketing and Distribution Agreement (Chembio Diagnostics, Inc.), Marketing and Distribution Agreement (StatSure Diagnostic Systems, Inc.), Marketing and Distribution Agreement (Chembio Diagnostics, Inc.)

Control. Controls “Controls” or Controlled by means by” means (except as used in Article 1.1, above), with respect to any item of or right under Patents or Know- How or Patent How, the possession ability of a Party (whether by through ownership or license license or other right), other than pursuant to this Agreement ) , or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent as provided for herein right without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 4 contracts

Samples: Exclusive License and Collaboration Agreement (Hutchison China MediTech LTD), Exclusive License and Collaboration Agreement (Hutchison China MediTech LTD), Exclusive License and Collaboration Agreement (Hutchison China MediTech LTD)

Control. Controls or Controlled by “Controlled” means, with respect to any a Person and an item of or right under Know- How how or Patent Patent Rights, the possession ability of ( such Person or its Affiliates, whether by ownership or license, a license (other than pursuant to a license granted under this Agreement), to assign, transfer or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of under, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense Party.

Appears in 3 contracts

Samples: Amended and Restated Cancer License Agreement (Syros Pharmaceuticals, Inc.), Cancer License Agreement (Syros Pharmaceuticals, Inc.), Cancer License Agreement (Syros Pharmaceuticals, Inc.)

Control. Controls or Controlled by “Controlled” means, with respect to any Know- How How, Materials, Patents, or Patent other intellectual property or rights, the possession of (whether by ownership or license license or other right, other than by a license or other right granted pursuant to this Agreement ) ) by a party of the ability to grant (or to ensure that its Affiliates grant) to the other party the licenses, sublicenses, or the ability of a Party or any of its Existing Affiliates rights to grant access to, or a license or sublicense of and use, such Know- How How, Materials, Patents, or Patent other intellectual property or rights, as provided for herein without requiring the payment of any royalties or other consideration or violating the terms of any agreement or other arrangement with any Third Party existing at in existence as of the time such Party party or its Affiliates would be required hereunder to grant the other Party such license, sublicense, or rights of access or license or sublicense and use.

Appears in 3 contracts

Samples: Collaboration and License Agreement (Ra Pharmaceuticals, Inc.), Collaboration and License Agreement (Ra Pharmaceuticals, Inc.), Collaboration and License Agreement (Ra Pharmaceuticals, Inc.)

Control. Controls or Controlled by “Controlled” means, with respect to any Know-How or Patent Patents, the possession of (whether by ownership or license, other than pursuant to this Agreement), or the ability of a Party (whether by ownership, license or any of its Existing Affiliates otherwise) to grant access to, to grant use of, or to grant a license or a sublicense of, of or under such Know-How or Patent as provided for herein Patents without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense Party.

Appears in 3 contracts

Samples: Settlement and Cross License Agreement (Insulet Corp), Settlement and Cross License Agreement (Insulet Corp), Settlement and Cross License Agreement (Insulet Corp)

Control. Controls or Controlled by “Controlled” means, with respect to any Know-How materials, Technical Information, Regulatory Documentation, patents or Patent patent applications or other intellectual property right, the possession of (whether by ownership or license or, other than pursuant to this Agreement ) , license or the ability sublicense or other grant of rights) by a Party or any its Affiliate of its Existing Affiliates the ability to use or practice such materials, Technical Information, Regulatory Documentation, patents or patent applications or other intellectual property right to grant to the other Party a license, sublicense or access to as provided herein to such item as of the time such Party or its Affiliate would first be required hereunder to grant the other Party such access, or a license or sublicense of sublicense, such Know-How or Patent as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at or being obligated to pay any royalties or other consideration therefor unless to the time such Party would be required hereunder to grant extent the other Party accepts to bear such access or license or sublicense payment.

Appears in 3 contracts

Samples: License Agreement (Codiak BioSciences, Inc.), License Agreement (Codiak BioSciences, Inc.), License Agreement (Codiak BioSciences, Inc.)

Control. Controls or Controlled by “Controlled” means, with respect to any patent right, Know- How How, or Patent other intellectual property right, the possession of (whether by ownership or license, other than by a license or sublicense granted pursuant to this Agreement ), or the ability of ) by a Party or any its Affiliates of its Existing Affiliates the ability to grant access to, or to the other Party a license or sublicense of, such Know-How or Patent access as provided for herein to such item, without violating the terms of any agreement or other arrangement with any Third Party existing at or, except for the Aerpio In-License or any patents or patent applications or other intellectual property Covering Aerpio Know-How, being obligated to pay any royalties or other consideration therefor, in existence as of the time such Party or its Affiliates would first be required hereunder to grant the other Party such access or license or sublicense access.

Appears in 3 contracts

Samples: License Agreement (Gossamer Bio, Inc.), License Agreement (Gossamer Bio, Inc.), License Agreement (Aerpio Pharmaceuticals, Inc.)

Control. Controls or “Controlled”. Control or Controlled by means, with respect to any Patent Rights or Know- How or Patent How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), or the ability of ) by a Party or any its Affiliates of its Existing Affiliates the ability to grant access to, the licenses or a license or sublicense of, such Know-How or Patent sublicenses as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense Party.

Appears in 3 contracts

Samples: Development and Collaboration Agreement (Biodesix Inc), Development and License Agreement (Aveo Pharmaceuticals Inc), Development and Collaboration Agreement (Aveo Pharmaceuticals Inc)

Control. Controls “Controls,” “Controlled” or Controlled by “Controlling” means, with respect to any Know- How How, Patent, Regulatory Documentation or Patent other intellectual property right, the possession of (whether by ownership or license, other than pursuant to this Agreement ), or the ability of ) by a Party of the right to assign or any of its Existing Affiliates to grant access to, or grant a license or sublicense of under, such Know- How How, Patent, Regulatory Documentation or Patent other intellectual property right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to make such assignment or grant such access, license or sublicense; provided, however, that any Know-How, Patent, Regulatory Documentation or other intellectual property right that is licensed or acquired by a Party from a Third Party after the Effective Date (other than rights arising from the In-License Agreements) that would otherwise be considered to be under the Control of such Party shall not be deemed to be under the Control of such Party if the application of such definition in the context of any licenses or sublicenses granted to the other Party under this Agreement would require the granting Party to make additional payments or royalties to such access or Third Party in connection with such license or sublicense sublicense grants pursuant to an arm’s length agreement between the granting Party and such Third Party, unless the other Party agrees to pay such additional payments or royalties to the Third Party.

Appears in 3 contracts

Samples: License and Option Agreement (Kolltan Pharmaceuticals Inc), License and Option Agreement (Celldex Therapeutics, Inc.), License and Option Agreement (Kolltan Pharmaceuticals Inc)

Control. Controls “Controls” or Controlled by means by” means (except as used in Article 1.2, above), with respect to any item of or right under Patents or Know- How or Patent How, the possession ability of a Party (whether by through ownership or license license or other right), other than pursuant to this Agreement ) , or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent as provided for herein right without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 3 contracts

Samples: Exclusive License Agreement (Terns Pharmaceuticals, Inc.), Exclusive License Agreement (Terns Pharmaceuticals, Inc.), Exclusive License and Collaboration Agreement (Transition Therapeutics Inc.)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any Know Patent Rights, know- How how or Patent other intellectual property assets or other items or rights, as applicable, the possession of (whether by ownership or license license or other right, other than pursuant to a license under this Agreement), or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 3 contracts

Samples: Exclusive License Agreement (Ambrx Inc), Exclusive License Agreement (Ambrx Inc), Exclusive License Agreement (Ambrx Inc)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any item of or right under Company Patent Rights, Company Know- How How, Merck Patent Rights, Merck Know-How, or Patent Joint Patent Rights, or other intellectual property assets or rights, as applicable, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time or in effect during the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 3 contracts

Samples: Agreement (Cue Biopharma, Inc.), Agreement (Cue Biopharma, Inc.), Agreement (Cue Biopharma, Inc.)

Control. Controls “Controls” or Controlled by means by” shall mean, with respect to any Know-How item of or Patent right under any relevant Technology or Patent Right, the possession of (whether by ownership or license, other than pursuant to this Agreement), or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 3 contracts

Samples: Research Collaboration and License Agreement (Arvinas Holding Company, LLC), Research Collaboration and License Agreement (Arvinas Holding Company, LLC), Research Collaboration and License Agreement (Arvinas Holding Company, LLC)

Control. Controls or Controlled by means, “Controlled” means with respect to any Know item of or right under Licensed Patents or LicensedKnow- How or Patent How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), or ) the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, of such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: License Agreement (Arcus Biosciences, Inc.), License Agreement (Arcus Biosciences, Inc.)

Control. Controls or Controlled by “Controlled” means, with respect to any Know- How How, Patent or Patent other intellectual property right, the possession of legal authority or right (whether by ownership ownership, license or license, otherwise but without taking into account any rights granted by one party to the other than pursuant to party under the terms of this Agreement ), or the ability ) of a Party party or any of its Existing Affiliates to grant access to access, or a license or a sublicense of, of or under such Know- How How, Patent or Patent as provided for herein other intellectual property rights to another party hereto, or to otherwise disclose proprietary or trade secret information to such other party, without violating (i) breaching the terms of any agreement with a Third Party, or other arrangement with any misappropriating the proprietary or trade secret information of a Third Party existing at Party, in each case in existence as of the time such Party party or its Affiliates would first be required hereunder to grant the other Party party such access or access, license or sublicense , or (ii) requiring any payment (whether or not then due and payable) with respect to the grant or exercise of such access, license or sublicense under any agreement with any Third Party in place as of the time such party would first be required hereunder to grant such access and license or sublicense (unless the other party agrees in writing to be responsible for such payments).

Appears in 2 contracts

Samples: License and Collaboration Agreement (Provention Bio, Inc.), License and Collaboration Agreement (Advaxis, Inc.)

Control. Controls or “Controlled”. Control or Controlled by means, with respect to any Know-How or Patent Intellectual Property Right, the possession of (whether by ownership or license, other than by a license granted pursuant to this Agreement ), or ) by a Party of the ability of a Party or any of its Existing Affiliates to grant access to to the other Party access, or ownership, a license or and/or a sublicense of, such Know-How or Patent as provided for herein without violating the terms of any agreement or other arrangement with any Third Party entered into or existing at as of the time such Party would first be required hereunder to grant the other Party such access or license access, ownership, license, or sublicense.

Appears in 2 contracts

Samples: License Agreement (Powerverde, Inc.), License Agreement (Powerverde, Inc.)

Control. Controls “Controls,” or Controlled by by” means, with respect to any item of or right under INTERCEPT Patent Rights, INTERCEPT Know- How How, SERVIER Patent Rights or Patent SERVIER Know-How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: Commercialization Agreement (Intercept Pharmaceuticals Inc), Commercialization Agreement (Intercept Pharmaceuticals Inc)

Control. Controls “Controls” or Controlled by means by” means (except as used in Article 1.2, above), with respect to any item of or right under Patents or Know- How or Patent How, the possession ability of a Party whether through ownership, license or other right ( whether by ownership or license, other than pursuant to this Agreement ), or the ability of a Party or any of its Existing Affiliates ) to grant access to, or a license or sublicense of, such Know-How item or Patent as provided for herein right without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: Collaboration and License Agreement (Transition Therapeutics Inc.), Collaboration and License Agreement (Transition Therapeutics Inc.)

Control. Controls “Controls” or Controlled by by” means, with respect to any Patent Rights, Know-How or Patent other intellectual property assets or rights, as applicable, the possession of (whether by ownership or license license or other right, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: License and Collaboration Agreement (Newlink Genetics Corp), License and Collaboration Agreement (Newlink Genetics Corp)

Control. Controls “Controls” or Controlled by by” means, with respect to any intellectual property right (including any Patent Right or Know- How or Patent How), the possession of (whether by ownership or license, other than pursuant to this Agreement ), or ) the ability of a Party or any of its Existing Affiliates to assign, transfer, or grant access to, or to grant a license or sublicense of, such Know-How or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to assign, transfer or grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: License Agreement (Vericel Corp), License Agreement (Vericel Corp)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any Existing Patent Rights, Patent Rights, Know- How How, Confidential Information & Materials, or Patent other intellectual property assets or other items or rights, as applicable, the possession of (whether by ownership or license license or other right, other than pursuant to a license under this Agreement), or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: Development and License Agreement (Ambrx Inc), Development and License Agreement (Ambrx Inc)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any Patent Rights, Know-How or Patent other intellectual property assets or rights, as applicable, the possession of (whether by ownership or license license or other right, other than pursuant to a license under this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: Exclusive License Agreement (Chimerix Inc), Exclusive License Agreement (Chimerix Inc)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any Patent Rights, Know- How How, Confidential Information & Materials, or Patent other intellectual property assets or other items or rights, as applicable, the possession of (whether by ownership or license license or other right, other than pursuant to a license under this Agreement), or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without incurring any additional financial obligations and without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: Development and License Agreement (Ambrx Inc), Development and License Agreement (Ambrx Inc)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any item of or right under any Patent Rights, Know-How or Patent other intellectual property or technology, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates Affiliate to grant access to, or a license or sublicense of, such Know-How items or Patent rights as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 2 contracts

Samples: License Agreement (NGM Biopharmaceuticals Inc), License Agreement (NGM Biopharmaceuticals Inc)

Control. Controls or Controlled by means, "CONTROLS" OR "CONTROLLED BY" shall mean with respect to any item of or right under Nastech Patent Rights or Nastech Know- How or Patent How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Nastech Pharmaceutical Co Inc

Control. Controls or Controlled by means "CONTROLS" OR "CONTROLLED BY" shall mean, with respect to any item of or right under DOV Patent Rights, DOV Know-How, MERCK Patent Rights, MERCK Know-How or Patent MERCK Termination Know-How, the possession of (whether by ownership or license, other than pursuant to this Agreement), or the ability of a Party or any of and/or its Existing Controlled Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense . For avoidance of doubt, intellectual property rights that are Controlled by a Controlled Affiliate of a Party shall be deemed to be Controlled by such Party.

Appears in 1 contract

Samples: Dov Pharmaceutical Inc

Control. Controls "Controls" or "Controlled by means, by" shall mean with respect to any Patent Rights, Know- How How, Confidential Information & Materials, or Patent other intellectual property assets or other items or rights, as applicable, the possession of (whether by ownership or license, license or other than pursuant to this Agreement right), or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Collaboration Agreement (Response Biomedical Corp)

Control. Controls or Controlled by means, CONTROLS" OR "CONTROLLED BY" shall mean with respect to any Know item or right under Patent Rights, know- How how or Patent other intellectual property right or technology, the possession of (whether by ownership or license, other than pursuant to this Agreement), or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Idera Pharmaceuticals, Inc.

Control. Controls or Controlled by "Controlled" means, with respect to any Patents or Know- How or Patent How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), or the ability of ) by a Party or any its Affiliates of its Existing Affiliates the ability to grant access to, the licenses or a license or sublicense of, such Know-How or Patent sublicenses as provided for herein without violating the terms of any agreement or other arrangement with any Third Party. Patents or Know-How that are licensed or acquired by a Party existing at following the time Effective Date and that would otherwise be considered to be under the Control of a Party shall not be deemed to be under the Control of such Party if the application of such definition in the context of any license grants or sublicenses under this Agreement would be required hereunder require such Party to grant make any additional payments or royalties to a Third Party in connection with such license grants or sublicenses, unless the other Party agrees to cover the costs of such access license grants or license or sublicense sublicenses.

Appears in 1 contract

Samples: Collaboration and License Agreement (PTC Therapeutics, Inc.)

Control. Controls or Controlled “Controlled” means possession by means, with respect to any Know-How or Patent, the possession of (whether by ownership or license, other than pursuant to this Agreement), or the ability of a Party or any its Affiliate of its Existing Affiliates the right to grant access to to the other Party a license, sublicense or a license other right to use, of the scope provided for in this Agreement, to intangible or sublicense of intellectual property rights (including Patents, such Know- How How, trade secrets, data and rights to access or Patent as provided for herein cross-reference regulatory filings) without violating the terms of any Applicable Law, agreement or other arrangement with any Third Party third party existing at the time such Party or such Affiliate would be first required hereunder to grant the other Party such access license, sublicense or license or sublicense other right.

Appears in 1 contract

Samples: License Agreement (Epicept Corp)

Control. Controls or Controlled by “Controlled” means, with respect to any Know-How or Patent Patent Right, the possession of ( by a Party or its Affiliate, whether by ownership ownership, license or license, otherwise (other than pursuant to a license granted under this Agreement), or of the ability of a Party or any of its Existing Affiliates to grant the right to access to or use, or to grant a license or a sublicense of under, or to grant the right to disclose or transfer, such Know-How or Patent as provided for herein Right, without violating the terms of any agreement or other arrangement with with, or the rights of, any Third Party; provided, however, that any Know-How or Patent Rights licensed or acquired by either Party existing at after the time Effective Date pursuant to an agreement with a Third Party shall only be deemed to be Controlled by such Party would be required hereunder if the Parties agree to grant the other Party such access or license or sublicense addition in accordance with Section 2.8.

Appears in 1 contract

Samples: Collaboration and License Agreement (Acorda Therapeutics Inc)

Control. Controls or Controlled by “Controlled” means, with respect to any Know- How How, Patent Right, Regulatory Documentation, or Patent other Intellectual Property Rights, the possession of (whether by ownership or license, other than by a license or sublicense granted pursuant to this Agreement ), or the ability of ) by a Party or any its Affiliate of its Existing Affiliates the ability to grant access to, or to the other Party a license or sublicense of, access as provided herein to such Know- How How, Patent Right, Regulatory Documentation or Patent as provided for herein other Intellectual Property Rights, without violating the terms of any agreement or other arrangement of such Party with any Third Party existing at Party, in existence as of the time such Party or its Affiliates would first be required hereunder to grant the other Party such access or license or sublicense access.

Appears in 1 contract

Samples: License Agreement (Mereo Biopharma Group PLC)

Control. Controls or Controlled by “Controlled” means, with respect to any Know- How How, Patent Right, intellectual property right or Patent other intangible property and subject to Section 16.2.2, the possession of (whether by ownership or license, license (other than a license granted pursuant to this Agreement ) ) or ownership, or by control over an Affiliate having possession by license or ownership) by a Party of the ability of a Party or any of its Existing Affiliates to grant to the other Party access to, or a license or sublicense of, such Know-How or Patent as provided for herein without violating the terms of any agreement with any Third Party or other arrangement with any Third Party existing at in existence as of the time such Party or its Affiliates would first be required hereunder to grant the other Party such access or license or sublicense access.

Appears in 1 contract

Samples: Collaboration and License Agreement (Argenx Se)

Control. Controls or Controlled by “Controlled” means, with respect to any data, information, materials, compounds, Know- How How, Patents, Regulatory Materials or Patent Regulatory Approvals, the possession of (whether by ownership or license license or other legal authority, but other than pursuant to this Agreement ), or the ability of ) by a Party or any its Affiliates of its Existing Affiliates the ability to grant access to, or to the other Party a license or sublicense of, such Know-How or Patent access as provided for herein to such item, or to otherwise disclose proprietary or trade secret information to such other Party without violating the terms of any agreement or other arrangement with any Third Party existing at Party, in existence as of the time such Party or its Affiliates would first be required hereunder to grant the other Party such access or license or sublicense access.

Appears in 1 contract

Samples: License Agreement (Ikena Oncology, Inc.)

Control. Controls or “Controlled”. Control or Controlled by means, with respect to any Know-How or Patent Intellectual Property Right, the possession of (whether by ownership or license, other than by a license granted pursuant to this Agreement ), or the ability of ) by a Party or any its Affiliates of its Existing Affiliates the ability to grant access to to the other Party access, or ownership, a license or and/or a sublicense of, such Know-How or Patent as provided for herein without violating the terms of any agreement or other arrangement with any Third Party entered into or existing at as of the time such Party or its Affiliates would first be required hereunder to grant the other Party such access or license access, ownership, license, or sublicense.

Appears in 1 contract

Samples: License Agreement (Imaging Diagnostic Systems Inc /Fl/)

Control. Controls or Controlled by “Controls” or “Controlled” means, with respect to any Know intellectual property right (including any know- How how, patent right or Patent invention), the possession of (whether by ownership or license, other than pursuant to this Agreement ), or ) the ability of a Party party or any of its Existing Affiliates to grant access to, or to grant a license or sublicense of, such Know-How or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party third party existing at the time such Party party would be required hereunder to grant the other Party another person such access or license or sublicense.

Appears in 1 contract

Samples: Product License Agreement (Surface Oncology, Inc.)

Control. Controls “CONTROLS” OR “CONTROLLED BY” shall mean either (a) being an Affiliate of either MERCK or Controlled by means, deCODE; or (b) with respect to any item of or right under Collaboration Patents, Patents or Know- How or Patent How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: License and Research Collaboration Agreement (Decode Genetics Inc)

Control. Controls “Controlling” or Controlled by by” means, with respect to any Know-How or Patent intellectual property right (including any Patent Right), the possession of (whether by ownership or license , other than pursuant to this Agreement), or ) the ability of a Party Person or any of its Existing Affiliates to assign, transfer, or grant access to, or to grant a license or sublicense of, such Know-How or Patent right as provided for herein in this Agreement without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party Person would be required hereunder to assign, transfer or grant the other Party another Person such access or license or sublicense . Notwithstanding the foregoing, with respect to any Patent Right acquired or in-licensed after the Effective Date (including by virtue of Voyager’s exercise of an option existing as of the Effective Date) for which Voyager or one of its Affiliates would be required to make payments to any Third Party in connection with the license or access granted to Genzyme under this Agreement, such intellectual property will be treated as “Controlled” by Voyager to the extent that, and only to the extent that and for so long as, Genzyme agrees and does promptly pay to Voyager all such applicable payments to such Third Party arising out of the grant and exercise of the license to Genzyme hereunder.

Appears in 1 contract

Samples: Option and License Agreement (Voyager Therapeutics, Inc.)

Control. Controls “Controls” or Controlled by means, by” means with respect to any item of or right under Company Patent Rights, Company Background IP or Company Know-How or Patent Merck Know-How, or other intellectual property assets or rights, as applicable, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Collaboration Agreement (Proteostasis Therapeutics, Inc.)

Control. Controls “Controls” or Controlled by means, by” means with respect to any Know-How or Patent property right, including intellectual property right, the possession of (whether by ownership ownership, license or license other agreement, other than licenses granted pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Master Services Agreement (Five Prime Therapeutics Inc)

Control. Controls “Controls” or Controlled by by” means, with respect to any intellectual property right (including any Patent Right or Know- How or Patent How), the possession of (whether by ownership or license, other than pursuant to this Agreement ), or ) the ability of a Party Person or any of its Existing Affiliates to assign, transfer, or grant access to, or to grant a license or sublicense of, such Know-How or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party Person would be required hereunder to assign, transfer or grant the other Party another Person such access or license or sublicense . Notwithstanding the foregoing, with respect to any Patent Right, Know-How or other intellectual property right acquired or in-licensed for which a Party would be required to make payments to any Third Party in connection with the license or access granted to the other Party under this Agreement, such intellectual property will be treated as “Controlled” by the licensing Party to the extent that, and only to the extent that and for so long as, the other Party agrees and does promptly pay to the licensing Party all such applicable payments to such Third Party arising out of the grant and exercise of the license to the other Party hereunder.

Appears in 1 contract

Samples: License and Collaboration Agreement (Esperion Therapeutics, Inc.)

Control. Controls “Controls” or Controlled by by” means, with respect to any item of or right under Xenon Know-How or Patent Xenon Patent Rights or Merck Know-How or Merck Patent Rights, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense . . [†] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION EXECUTION VERSION

Appears in 1 contract

Samples: Exclusive Collaborative Research and Option Agreement (Xenon Pharmaceuticals Inc.)

Control. Controls “Controls” or Controlled by by” means, with respect to any Know-How item of or Patent right under the Lateral Flow Patent Rights, the possession of (whether by ownership or license , other than pursuant to this Agreement ), or the ability of a Party or any of its Existing Affiliates Inverness to grant access to, or a license or sublicense of, of such Know-How item or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party third party existing at the time such Party Inverness would be required hereunder to grant the other Party OraSure such access access, right or license or sublicense (sub)license.

Appears in 1 contract

Samples: License Agreement (Orasure Technologies Inc)

Control. Controls “Controls” or Controlled by by” means, with respect to any Know-How item of or Patent right under the Licensed IP or the subject matter of the Licensed IP, the possession of (whether by ownership or license, other than pursuant to this License Agreement), or the ability of a Party or any of its Existing Affiliates Licensor to grant access to, or a license or sublicense of, of such Know-How item or Patent right as provided for herein without violating the terms of, or requiring the payment of any royalty or any other fee under, any agreement or other arrangement with any Third Party existing at the time such Party Licensor would be required hereunder to grant the other Party Licensee such access access, right or license or sublicense (sub)license.

Appears in 1 contract

Samples: Equity Joint Venture Contract (Myomo, Inc.)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any item of or right under Cocrystal Patent Rights or Cocrystal Know-How or Patent Merck Know-How, or other intellectual property assets or rights, as applicable, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: License and Research Collaboration Agreement (Cocrystal Pharma, Inc.)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any item of or right under Dynavax Patent Rights, Dynavax Know-How, Merck Know-How or Patent any other intellectual property rights, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Development Collaboration Agreement (Dynavax Technologies Corp)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any Know-How item of or Patent right under EXELIXIS Technology, MERCK Patent Rights, or other intellectual property rights, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of and/or its Existing Affiliates Affiliates, as the case may be, to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party and/or its Affiliates would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Exclusive License Agreement (Exelixis Inc)

Control. Controls “Controls” or Controlled by means, by” shall mean with respect to any item of or right under PROTIVA Patent Rights or PROTIVA Know- How or Patent How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), ) or the ability of a Party or any of its Existing Affiliates PROTIVA to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party third party existing at the time such Party PROTIVA would be required hereunder to grant the other Party to MERCK such access or license or sublicense.

Appears in 1 contract

Samples: Settlement Agreement (Tekmira Pharmaceuticals Corp)

Control. Controls “Controls” or Controlled by means by” shall mean, with respect to any item of or right under InterMune Patent Rights, Roche Patent Rights, Joint Patent Rights, InterMune Know-How, Roche Know-How or Patent Joint Know-How, the possession of (whether by ownership or license, other than pursuant to this Agreement ), or ) the ability of a Party or any of its Existing Affiliates to grant access to, or a license or sublicense of, such Know-How items or Patent right as provided for herein without violating the terms of any agreement or other arrangement with any Third Party existing at the time such Party would be required hereunder to grant the other Party such access or license or sublicense.

Appears in 1 contract

Samples: Exclusive License and Collaboration Agreement (Intermune Inc)