Ribozymes Sample Clauses

Ribozymes. Except as set forth below, RPI shall take any and all actions necessary with respect to the Patent Management of Patents, including those LILLY Inventions or joint Inventions, claiming Ribozymes and Ribozyme targets discovered or identified as a result of performance under this Agreement ("Ribozyme Inventions"). Prosecution will be at RPI's sole expense with LILLY having the right to pursue prosecution of those Ribozyme Inventions RPI chooses not to pursue at LILLY's expense. The Filing Party shall provide the other Party with drafts of any Patent application directed towards or claiming such Ribozyme Product (the "Ribozyme Application") at least thirty (30) days prior to filing the Ribozyme Application for review and comment by the other Party. The Filing Party shall endeavor in good faith to incorporate such comments. If the other Party fails to respond within such thirty (30) day time period, the Filing Party shall not be obligated to delay the filing of such Ribozyme Application. In addition, the Filing shall promptly provide the other Party with copies of all substantive communications from the United States or any foreign patent office regarding such Ribozyme Applications and resulting Patents, within five (5) business days of receipt from the patent office. The Filing Party will provide drafts of any response at least two (2) weeks prior to filing.
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Ribozymes. Regardless of inventorship, RPI shall own all rights to all Inventions and Non-Patented Technology for Ribozymes under this Agreement, including but not limited to specific Target sites cleaved by a Ribozyme.
Ribozymes. Except as set forth below, RPI shall take any and all actions necessary with respect to the Patent Management of Patents, including those Roche Inventions or Joint Inventions, claiming Ribozymes discovered or identified as a result of any Target Discovery Program ("RIBOZYME INVENTIONS"). For a given priority patent application claiming a Ribozyme Invention, RPI shall provide to Roche no later than eight (8) months after the priority filing date, a list of countries in which it intends to perform corresponding foreign filings. Prosecution will be at RPI's sole expense with Roche having the right to pursue prosecution or filing of those Ribozyme Inventions RPI chooses not to pursue at Roche's expense, including foreign filing in countries not elected by RPI. The Filing Party shall provide the other Party with its final draft of any priority patent application directed towards or claiming such Ribozyme Inventions (the "RIBOZYME APPLICATION") at least thirty (30) days prior to filing the Ribozyme Application for review and comment by the other Party. The Filing Party shall endeavor in good faith to incorporate such comments. If the other Party fails to respond within such thirty (30) day time period, the Filing Party shall not be obligated to delay the filing of such Ribozyme Application. In addition, the Filing Party shall promptly provide the other Party with copies of all substantive communications to and from the patent offices of the United States, Canada, Mexico, Japan, or the European Patent Office regarding such Ribozyme Applications and resulting Patents, within ten (10) business days of filing with or receipt from the patent office. If RPI decides to abandon a Ribozyme Application or resulting Patent, RPI shall provide written notice of its decision to Roche at least ninety (90) days before any non-extendible deadline and offer to transfer Patent Management to the other Party, who may accept such transfer in its sole discretion and cost.
Ribozymes. Except as set forth below, RPI shall take any and all actions necessary with respect to the Patent Management of Patents, including those LILLY Inventions or joint Inventions, claiming Ribozymes and Ribozyme targets [*] Confidential treatment requested 19 discovered or identified as a result of performance under this Agreement ("Ribozyme Inventions"). Prosecution will be at RPI's sole expense with LILLY having the right to pursue prosecution of those Ribozyme Inventions RPI chooses not to pursue at LILLY's expense. The Filing Party shall provide the other Party with drafts of any Patent application directed towards or claiming such Ribozyme Product (the "Ribozyme Application") at least [ * ] prior to filing the Ribozyme Application for review and comment by the other Party. The Filing Party shall endeavor in good faith to incorporate such comments. If the other Party fails to respond within such [ * ] time period, the Filing Party shall not be obligated to delay the filing of such Ribozyme Application. In addition, the Filing shall promptly provide the other Party with copies of all substantive communications from the United States or any foreign patent office regarding such Ribozyme Applications and resulting Patents, within [ * ] of receipt from the patent office. The Filing Party will provide drafts of any response at least two (2) weeks prior to filing.

Related to Ribozymes

  • Baxter and Nexell shall cooperate in any action taken by a third party solely involving a nullity action, opposition, reexamination or any other action taken by such third party alleging the invalidity or unenforceability of any Licensed Intellectual Property. Both parties agree to share equally in the cost of the defense of such Licensed Intellectual Property.

  • Manufacturing Technology Transfer With respect to each Technology Transfer Product, upon AbbVie’s written request after the Inclusion Date for the Included Target to which such Technology Transfer Product is Directed, Morphic shall effect a full transfer to AbbVie or its designee (which designee may be an Affiliate or a Third Party manufacturer) of all Morphic Know-How and Joint Know-How relating to the then-current process for the Manufacture of such Technology Transfer Product (the “Manufacturing Process”) and to implement the Manufacturing Process at facilities designated by AbbVie (such transfer and implementation, as more fully described in this Section 5.3, the “Manufacturing Technology Transfer”). To assist with the Manufacturing Technology Transfer, Morphic will make its personnel reasonably available to AbbVie during normal business hours for up to [***] FTE hours with respect to each Included Target (in each case, free of charge to AbbVie) to transfer and implement the Manufacturing Process under this Section 5.3. Thereafter, if requested by AbbVie, Morphic shall continue to perform such obligations; provided, that AbbVie will reimburse Morphic for its full-time equivalent (FTE) costs (for clarity, in excess of [***] FTE hours) and any reasonable and verifiable out-of-pocket costs incurred in providing such assistance. CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM TO THE COMPANY IF PUBLICLY DISCLOSED.

  • Sublicensee The term “Sublicensee” shall mean any third party to whom Licensee grants a sublicense or similar rights with respect to the rights conferred upon Licensee under this Agreement, as contemplated by Section 2.3. In addition, “Sublicensee” shall include any and all further third party Sublicensees that may be permitted under Section 2.3.

  • Sublicensees Licensee shall have the full right (but not the obligation) to sublicense those rights granted to it under Section 2.1 to a Third Party (a “Sublicensee”); provided, however, that, prior to the payment of the first milestone pursuant to Section 7.2, Licensee may not grant any such sublicense to any contract research organization conducting Clinical Trials of Products or any Third Parties conducting contract Manufacturing activities without Licensee’s prior written notice (at least twenty (20) Business Days in advance) to Lilly, which shall include a description of the rights to be granted and the purpose therefor, the identity of the Third Party and the countries involved, and Lilly’s prior written consent, but such consent shall only be required (i) until such time as Licensee is the holder of record for the Regulatory Materials related to Taladegib and (ii) to the extent such organization is not performing services for Licensee as of the Effective Date; and provided further, that Licensee shall remain responsible for the performance by any of its Sublicensees. With respect to any Sublicensee granted a sublicense to any Commercialization rights hereunder, Licensee shall ensure that each of its Sublicensees accepts in writing all applicable terms and conditions of this Agreement, including the non-compete, reporting, audit, inspection and confidentiality provisions hereunder. Each Sublicensee shall also be prohibited from further sublicensing. For the avoidance of doubt, (a) Licensee will remain directly responsible for all amounts owed to Lilly under this Agreement, and (b) each Sublicensee is subject to the negative and restrictive covenants set forth in Sections 2.3.1 and 2.5, respectively. Licensee hereby expressly waives any requirement that Lilly exhaust any right, power or remedy, or proceed against a subcontractor, for any obligation or performance hereunder prior to proceeding directly against Licensee.

  • 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.

  • Licensee Licensee represents and warrants that:

  • API A. Reliant shall supply to Cardinal Health for Manufacturing and Packaging, at Reliant’s sole cost, the API and applicable reference standards in quantities sufficient to meet Reliant’s requirements for each Product as further set forth in Article 4. Prior to delivery of any of the API or reference standard to Cardinal Health for Manufacturing and Packaging, Reliant shall provide to Cardinal Health a copy of the API Material Safety Data Sheet (“MSDS”), as amended, and any subsequent revisions thereto. Reliant shall supply the API, reference standards, and Certificate of Analysis FOB the Facility no later than thirty (30) days before the scheduled Manufacture Date upon which such API will be used by Cardinal Health. Upon receipt of the API, Cardinal Health shall conduct identification testing of the API. Cardinal Health shall use the API solely and exclusively for Manufacturing and Packaging under this Agreement. The maximum volume of API that Reliant supplies to Cardinal Health shall not exceed the amount reflected in the Firm Commitment and the next six (6) months of the Rolling Forecast.

  • 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.

  • For clarity Research Tools are subject to the license grants in Sections 2.1-2.3, Section 2.8, the retained rights set forth in Sections 2.9, and the due diligence requirements in Section 6.

  • Manufacturing License Subject to the terms of this Agreement, including without limitation Section 2.2, Theravance grants to GSK an exclusive license under the Theravance Patents and Theravance Know-How to make and have made API Compound or formulated Alliance Product in the Territory.

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