Joint. On the Closing Date, Purchaser and Seller shall deliver to the other duly executed counterparts of (i) a closing statement (to be prepared by the Title Company or Seller and approved by Purchaser) and (ii) any transfer tax declarations, change of ownership forms or other similar instruments as may be required by law.
Joint. Occupational Health and Safety Committee shall be notified of each accident or injury. The Committee shall investigate, as specified by the Industrial Health & Safety RegulationsWorkers Compensation Act and Regulations and WorkSafeBC, and report to the unionUnion and eEmployer on the nature and cause of the accident or injury.
Joint. IM and Elpida shall jointly possess all right, title, and interest, including Intellectual Property Rights, in any CDP Developed Technology that is not determined in ownership through the application of Section 3.3.1 or 3.3.2. Such CDP Developed Technology shall be [*] (collectively, “Joint Inventions”), regardless of creator, each party having equal ownership interest therein.
Joint. The Parties shall jointly own any invention that is created by employees of Strakan (or of its Affiliates, subcontractors, distributors or sublicensees) jointly or severally together with employees of Aptalis (or of its Affiliates, subcontractors, distributors or sublicensees) as a result of their carrying out any of their respective obligations under this Agreement (“Joint Inventions”). Except as expressly provided in this Agreement and subject to Section 10.3 and the next succeeding sentence, neither Party shall exploit any Joint Invention without the prior written approval of the other Party, it being understood that such approval may be conditioned on agreement after good faith negotiations. Aptalis shall have the exclusive (even as to Strakan), irrevocable, worldwide, sublicensable right, without any accounting to Strakan as to any profits or other returns derived therefrom, to make, use and sell any Joint Invention in order to research, Develop, Commercialize and Manufacture the Product in the Territory. Strakan shall have an exclusive (even as to Aptalis), royalty-free, irrevocable, sublicensable right, without any accounting to Aptalis as to any profits or other returns derived therefrom, to make, use and sell any Joint Invention in order to research, Develop, Commercialize and Manufacture the Product (i) outside the Territory and (ii) in the Territory, provided, however, that the right that is the subject of this clause (ii) shall not be effective with regard to the Product in the Territory until after the Term except that Strakan shall be entitled to make or have made the Product in the Territory solely for the purpose of supplying its customers or those of its licensees outside the Territory.
Joint. Each party represents and warrants to the other party that: (i) ----- such party has the full corporate right, power and authority to enter into this Agreement, to grant the licenses granted hereunder and to perform the acts required of it hereunder; (ii) the execution of this Agreement by such party, and the performance by such party of its obligations and duties hereunder, do not and shall not violate any agreement to which such party is a party or by which it is otherwise bound; (iii) when executed and delivered by such party, this Agreement shall constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms; and (iv) such party acknowledges that the other party makes no representations, warranties or agreements related to the subject matter hereof which are not expressly provided for in this Agreement.
Joint. Manufacturing Improvement Know-How” means Joint Know-How that constitutes an improvement or enhancement to the [***] Manufacturing Technology.
Joint. Manufacturing Improvement Patent Right” means any Patent Right that claims or discloses any Joint [***] Manufacturing Improvement Know-How that is Invented jointly by or on behalf of (i) on the one hand, AGTC or any of its Affiliates or Sublicensees and (ii) on the other hand, LICENSEE or any of its Affiliates or Sublicensees, in each case, in the course of conducting activities under this Agreement.