Non-Assertion Covenant Clause Samples
A Non-Assertion Covenant is a contractual provision in which one party agrees not to assert or enforce certain intellectual property rights, such as patents, against the other party. In practice, this means that the party granting the covenant cannot sue the other party for infringement of the specified intellectual property, even if such infringement occurs. This clause is commonly used to facilitate collaboration, reduce the risk of litigation, and provide assurance that the use of certain technologies or methods will not result in legal action from the covenanting party.
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Non-Assertion Covenant. To the extent the research activities of DSI conducted in accordance with the SBIR Grants infringe the rights granted to Fluidigm under this Section 3, Fluidigm agrees not to assert such rights against DSI. Fluidigm agrees not to assert against DSI such rights only to the extent expressly stated herein. No license or other right by Fluidigm in favor of DSI shall be created hereunder by implication, estoppel or otherwise. [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Confidential Treatment Requested by Fluidigm Corporation
Non-Assertion Covenant. Genera’s grant of Patent Right to Company and each Affiliate in Section 2.1of the License is limited to its intended License Field. Company shall not assert its Patent Right outside of the License Field.
Non-Assertion Covenant. None of Seller, Seller Sub or any of their respective Affiliates shall assert against Purchaser or any of its Affiliates, any Intellectual Property rights invented or discovered prior to the Closing Date and obtained by or Controlled by Seller, Seller Sub or any of their respective Affiliates prior to or after the Closing Date which would prevent Purchaser or any of their Affiliates from manufacturing, using or Distributing the Products. Such covenant not to assert shall be binding on Seller's, Seller Sub's and their respective Affiliates' successors and assigns and any third party to whom Seller, Seller Sub, or any of their respective Affiliates licenses or otherwise transfers rights with respect to any such Intellectual Property invented or discovered prior to the Closing Date.
Non-Assertion Covenant. Amgen, on behalf of itself and its officers, directors, employees, agents and Affiliates and each of their respective successors and assigns, agrees not to bring, and not to permit any other party acting on its behalf to bring, any suit, action or proceeding alleging that any activity of PRAECIS or any Affiliate or any licensee or sublicensee thereof in connection with the development or commercialization of any Licensed Products (a) substantially as the Licensed Products exist on the Signing Date and (b) substantially as such development or commercialization was contemplated by the Collaboration Agreement prior to its termination, infringes any patent or other intellectual property right owned or controlled by Amgen or any of its Affiliates as of the Signing Date. Nothing contained in this Section 9 shall prevent Amgen from defending the validity of any patent or other intellectual property right in any action brought against Amgen.
Non-Assertion Covenant. To the extent the research activities of DSI conducted in accordance with the SBIR Grants infringe the rights granted to Fluidigm under this Section 3, Fluidigm agrees not to assert such rights against DSI. Fluidigm agrees not to assert against DSI such rights only to the extent expressly stated herein. No license or other right by Fluidigm in favor of DSI shall be created hereunder by implication, estoppel or otherwise.
Non-Assertion Covenant. Both Parties agree to the Non-Assertion Covenant. This Non-Assertion Covenant will be binding on the Inventing Party, its successors and permitted assigns, and will survive any exclusive licensing, sale, transfer, or assignment of an Invention. This section will not apply to any Inventions to which the United States government has elected to take title. The benefit of this Non-Assertion Covenant extends without exception or limitation to all activities, products or services that embody or practice the Invention, in total or in part, which products or services are made or offered by the non-Inventing Party; to such Party’s customers, partners, resellers, and licensees of such products or services; and to such Party’s Subsidiaries and their licensees.
Non-Assertion Covenant