PATENT RIGHTS AND TECHNICAL INFORMATION Sample Clauses

PATENT RIGHTS AND TECHNICAL INFORMATION. Subject to the limitations set forth in this Agreement, Salk hereby grants to Epitope and its Affiliates an option (the "Option") (exclusive or nonexclusive as stipulated on the attached Schedule A), for the Term to acquire (1) an exclusive with the right to sublicense, or nonexclusive without the right to sublicense, worldwide commercial license under the Patent Rights in the Field of Use and in the Territory as stipulated for each entry in the attached Schedule A; and (2) a non-exclusive commercial license in and to the Technical Information in the Field of Use and in the Territory as stipulated for each entry in the attached Schedule A, with the right to grant sublicenses to such Technical Information in conjunction with sublicenses of Patent Rights pursuant to an exclusive license under this Section 2.1; which licenses under (1) and (2) are to make, have made, use and sell in the Field of Use and in the Territory products which are composed of or incorporate the Licensed Technology or the production, use or sale of which products is within the scope of any claim in a pending patent application or an issued patent included in the Patent Rights. For the duration of the Term of this Agreement, Salk grants to Epitope a non-exclusive license under the Licensed Technology, to use the Licensed Technology for research and evaluation purposes in each specified Field of Use to determine Epitope's interest in exercising the Option; provided further that Epitope may also be granted the right to contract with third party independent contractors to use the Licensed Technology for research and evaluation purposes in one or more of the respective Fields of Use upon notification in writing to Salk so long as necessary to help Epitope determine its interest in exercising the option and so long as such contracts are made under conditions at least as protective to Salk as those under this Agreement.
Sample 1Sample 2
AutoNDA by SimpleDocs
PATENT RIGHTS AND TECHNICAL INFORMATION. Subject to the terms and conditions hereof, including without limitation the rights retained by Salk under Section 2.3 below, Salk hereby grants to Licensee and its Affiliates during the Term (a) an exclusive (including as to Salk), worldwide license, including the right to grant sublicenses, under the Patent Rights, to make, have made, use, have used, sell or have sold any Licensed Product or Licensed Service and any Licensee Improvement and (b) a non-exclusive, worldwide license, including the right to giant sublicenses, under the Technical Information, to make, have made, use, have used, sell or have sold any Licensed Product or Licensed Service and any Licensee Improvement.
Sample 1
PATENT RIGHTS AND TECHNICAL INFORMATION. Licensee (for itself, its Affiliates and sublicensees) acknowledges and agrees that Salk is and shall remain (as to Licensee) the sole owner of the Patent Rights and Technical Information and that Licensee (including its Affiliates and sublicensees) has no rights in or to them other than the rights specifically granted herein.
Sample 1

Related to PATENT RIGHTS AND TECHNICAL INFORMATION

  • Technical Information Methods, processes, formulae, compositions, systems, techniques, inventions, machines, computer programs and research projects, unpatented inventions, designs, know-how, trade secrets, technical information and data, specifications, blueprints, transparencies, test data, and additions, modifications, and improvements thereon which are revealed to Employee.

  • Patent Rights The term “

  • Licensed Technology The term "Licensed Technology" shall mean the ------------------- Licensed Patents, plus all improvements thereto developed by Licensor, and all related data, know-how and technology.

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you. [ ] List here previous Inventions which you desire to have specifically excluded from the operation of this Agreement. Continue on reverse side if necessary.

  • Licensed Patents Immune Design, at its expense, shall have the first right to file, prosecute and maintain all Licensed Patents for which Immune Design has any exclusive rights under this Agreement using patent counsel reasonably approved by IDRI, including conducting any interferences, reexaminations, reissues, oppositions, or request for patent term extension relating thereto. Immune Design shall conduct such filing, prosecution and maintenance in good faith, taking into consideration IDRI’s retained rights hereunder, and consistent with reasonable business judgment, provide IDRI with all relevant or material documentation and proposed filing in the Territory so that IDRI may be concurrently and promptly informed of the continuing prosecution, and consult with IDRI with regards to Immune Design’s patent strategy with the Licensed Patents for which Immune Design has any exclusive rights under this Agreement. Licensed Patents in the name of IDRI shall remain in the name of IDRI. Immune Design shall use commercially reasonable efforts to ***, as applicable. To the extent such ***, Immune Design shall provide IDRI reasonable opportunity to review and comment on such prosecution efforts regarding such Licensed Patents in the Territory, and any IDRI comments will be reasonably considered in such prosecution efforts, and included to the extent affecting the IDRI Exclusive Field or IDRI Territory, as the case may be. If Immune Design determines in its sole discretion to abandon or not maintain any Licensed Patent for which Immune Design has any exclusive rights under this Agreement in the Territory, then Immune Design shall promptly provide IDRI with written notice of such determination at least sixty (60) days before any deadline for taking action to avoid abandonment and shall provide IDRI with the right, opportunity and reasonable assistance to prepare, file, prosecute and maintain such Licensed Patent in the applicable jurisdiction in IDRI’s sole discretion and at IDRI’s expense, provided that Immune Design shall provide such reasonable assistance at its *** INDICATES MATERIAL THAT WAS OMITTED AND FOR WHICH CONFIDENTIAL TREATMENT WAS REQUESTED. ALL SUCH OMITTED MATERIAL WAS FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. own costs and expenses. If IDRI elects to prepare, file, prosecute and maintain such Licensed Patent in such jurisdiction for which Immune Design has any exclusive rights, then Immune Design’s license rights to such Licensed Patent in such country will become nonexclusive in such country under such Licensed Patent (and/or patent application). If IDRI desires Immune Design to file, in a particular jurisdiction, a Licensed Patent for which Immune Design has any exclusive rights under this Agreement that claims priority to another Licensed Patent for which Immune Design has any exclusive rights under this Agreement, IDRI shall provide written notice to Immune Design requesting that Immune Design file such patent application in such jurisdiction. If IDRI provides such written notice to Immune Design, Immune Design shall either (i) file and prosecute such patent application and maintain any patent issuing thereon in such jurisdiction and the Parties shall share the related costs and expenses (A) in countries *** on the basis of *** percent (***%) Immune Design: *** percent (***%) IDRI or (B) in countries within the IDRI Territory equally; or (ii) notify IDRI that Immune Design does not desire to file such patent application in such jurisdiction and provide IDRI with the opportunity to file and prosecute such patent application, provided that if IDRI files and prosecutes such patent application in such jurisdiction, then Immune Design’s license rights to such License Patent in such country will become nonexclusive in such country under such Licensed GLA Patent (and/or patent application). Immune Design shall be responsible for the costs and expenses incurred in connection with its own activities for filing, prosecuting and maintaining the Licensed Patents; IDRI shall be responsible for monitoring of such activities by IDRI.

  • Licensed Patent Rights The term “Licensed Patent Rights” shall mean rights arising out of or resulting from:

  • Background IP Each Party will own all right, title and interest in its Background IP.

  • Third Party Technology The assignment of any applicable license agreements with respect to Third Party Technology are set forth in the General Assignment and Assumption Agreement.

  • Joint Technology The Parties agree that, in order to effectuate the provisions of Section 4.4.2, subject to any exclusive licenses granted hereunder, (a) the non-use provisions of this Article 9 shall not apply to each Party’s use of Joint Technology, and (b) each Party may disclose the Joint Technology to Third Parties who are under terms of confidentiality no less strict than those contained in this Agreement.

  • Intellectual Property Rights and Confidentiality Clauses 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.

Time is Money Join Law Insider Premium to draft better contracts faster.