Title to Patents. (a) Subject to the other provisions of this Agreement, all Research Program Patents shall be owned by DPC, to the extent that they claim: (1) Custom Accessible Libraries synthesized by 3DP and based on SAR provided by DPC; (2) Qualified Lead Compounds; (3) Active Compounds and (4)
Title to Patents. Each Grantor has the sole beneficial ownership of each of the Patents set forth on Annex B hereto under the Grantor's name and such patents are valid and subsisting and in full force and effect and have not been claimed or adjudged invalid or unenforceable in whole or in part. Each Grantor shall diligently prosecute any patent application now pending or acquired or made by it during the term of this Agreement, shall make applications on unpatented but patentable inventions, and shall preserve and maintain all rights of any kind in such Patents, which, in each case, such Grantor believes in its reasonable business judgment is in the best business interests of such Grantor. None of such Patents have been abandoned or, to the knowledge of the Grantors, dedicated, and no Grantor will do any act, or omit to do any act, nor permit any licensee thereof to do any act, whereby any such Patent may become abandoned or dedicated and shall notify the Purchaser immediately if it knows of any reason why or has reason to know that any such Patent may become abandoned or dedicated; provided, however, that any Grantor may choose to abandon or dedicate any Patent, if, in the Grantor's reasonable business judgment, to do so is in the best business interests of such Grantor's business. Prior to the intentional abandonment or dedication of any such Patent by a Grantor, such Grantor agrees to notify the Purchaser in writing.
Title to Patents. Subject to the other provisions of this Agreement, all Research Program Patents shall be owned by BIPI, to the extent that they claim: (a) Custom Accessible Libraries or other small molecules synthesized by 3DP under the Research Program; (b) Qualified Lead Compounds; (c) Active Compounds; or (d)
Title to Patents. Subject to the conditions of Article 5, all Active Compound Patents shall be owned by DuPont. All Research Program Patents shall be individually or jointly owned depending on the relative inventive contributions of each Party. All 3DP DirectedDiversity Technology made in the course of the Research Program shall be owned by 3DP. ** Certain portions of this Exhibit have been omitted based upon a request for confidential treatment that has been filed with the Commission. The omitted portions have been filed separately with the Commission.
Title to Patents. Although it does not warrant title, RDT is not aware of any defects, failures or impairments to the title to its patents and intellectual property, whether or not an action, suit, proceeding or inquiry is pending or threatened and whether or not discovered by any third party, which in the aggregate could reasonably be expected to have a Material Adverse Effect on RDT, or materially adversely affect the value of the patents and intellectual property.
Title to Patents. Licensee understands and agrees that the license granted to Licensee under this Agreement does not confer on Licensee title to, or ownership of, the Patents or any part thereof. All proprietary rights in the Patents, whether created by statute or arising at common law or in equity, will remain at all times in the Licensor. Subject to the foregoing, both Parties acknowledge and agree that any modification, extension, improvement or change of any kind of or to any of the Patents created by either Party as a result of having had access to Patents shall be owned by the Party who created it.
Title to Patents. F&T has good and indefeasible title to its fifty percent (50%) interest in the first Patent and one hundred percent as to the second Patent, free and clear of all Encumbrances other than the Judgment. With the exception of the Judgment, Buyer shall receive at the Closing good and indefeasible title to F&T’s ownership interest in the Patents, free and clear of all Encumbrances, and at the Closing, the Patents shall not be subject to any Liability or obligations (including under theories of successor liability) other than the Judgment which is the subject of the Escrow Agreement. Seller has not entered into any agreements, assignments for the benefit of creditors or otherwise which would limit Seller’s ability to transfer title to the Patents.
Title to Patents. E&S owns, and has good and valid title to, the Patents. Except for the Prior Patent Licenses, the Patents are solely owned by E&S free and clear of any licenses or Encumbrances. There are no counterparts, reissues, extensions, divisions, continuations or continuations-in-part of any of the United States patents listed in EXHIBIT B, except those counterparts, reissues, extensions, divisions, continuations or continuations-in-part identified in EXHIBIT B. No offer of a license under any of the Patents is currently outstanding, other than as contemplated in connection with the Transactions.
Title to Patents. McGill has good and marketable full and unencumbered legal and equitable title to U.S. Patent No. 4,903,720 and U.S. Patent No. 5,119,841, including without limitation the exclusive right to bring actions for infringement thereof, free and clear of all security interests, liens, encumbrances, claims, or rights of any kind. McGill has not licensed to others, or agreed to license, any of the Patents, or entered into any contracts with respect thereto.
Title to Patents. Soltec or its Affiliates shall retain title to the Patents and to any patent rights and know-how related to the Products, the Technology, or the Future Technology developed solely by Soltec in the future. Connetics shall be granted an exclusive license in the Field in the Territory to any improvements made by Soltec to the Products or the Technology. Connetics shall retain title to any patent rights and know-how related to the Products or the Technology developed solely by Connetics in the future. Connetics and Soltec shall jointly own any patent rights and know-how related to the Products or the Technology developed jointly by Soltec and Connetics in the future, in relative proportions to be agreed upon at the time any patent application is filed (or prior to any commercialization, in the case of know-how).
