Transfer of Foreground. 8.2.1 Each Party may transfer ownership of its own Foreground following the procedures of the EC-GA Article II 27.
Transfer of Foreground. Each Party may transfer ownership of its own Foreground following the procedures of the Grant Agreement Article II 27.
Transfer of Foreground. 8.2.1 Each Party may transfer ownership of its own Foreground following the procedures of the Project Contract.
Transfer of Foreground. 10.6.1. Each Party may transfer ownership of its own Foreground. The transferring Party shall, however, notify the other Parties of such transfer and shall ensure that the rights of the other Parties will not be affected by such transfer.
Transfer of Foreground. Each party may transfer ownership of its own Foreground in connection with the transfer of all or substantially all of its business if it ensures that the rights of the other parties will not be affected by such transfer. It shall thereto pass on its obligations regarding that Foreground to the assignee (including the obligation to pass those obligations on to any subsequent assignee). Subject to its obligations concerning confidentiality such as in the framework of a merger or an acquisition, the transferring party shall give at least thirty (30) days prior notice to the other parties and the IP Board of the envisaged transfer, together with sufficient information concerning the envisaged new owner of the Foreground to permit the other parties to exercise their Access Rights. Within thirty (30) days of the notification, any other party may object and demonstrate that the envisaged transfer of ownership would adversely affect its Access Rights. In that case, the intended transfer shall not take place until the new owner confirms in writing that it shall assume all obligations set forth in the Grant Agreement, this Agreement, the FIO Agreements and the Project agreements to which the transferor is a party. The parties hereby waive their right to object to a transfer to specific third parties listed in Attachment 3 hereto. Except in the event that a research institution transfers a co-ownership interest in its own Foreground to another research institution on the basis of an agreement between those entities which generally provides in such a transfer of a co-ownership right on results of research obtained by the transferring research institution’s research group that generated the Foreground, each transfer by a party of its ownership rights in its own Foreground which does not happen in connection with a transfer of all or substantially all of its business shall be subject to the procedure and the rights of the other parties in the Program as laid down in article 6.7.
Transfer of Foreground. 8.2.1. Each Party, excluding FIRE Users, may transfer ownership of its own Foreground following the procedures of the EC-GA Article II 27. In addition, each Party may assign ownership of its own Foreground (including without limitation its share in Foreground that it owns jointly with another Party or Parties, and all rights and obligations attaching to it) to any of its Affiliates, to any other assignee in cases of transfer of activity, merger or acquisition, or to another third party identified in Annex 6 to this CA, without prior notification to the other Parties. However, each assignor shall inform the other Parties about the assignee of such transfer within a reasonable period of time. Additionally, each assignor shall ensure that such assignment does not prejudice such rights of the other Parties or their Affiliates. This may be done, for example, (i) by effecting such assignment subject to a licence back to the assigning Party that is sufficient for the assigning Party to grant to the other Parties and their Affiliates such Access Rights, or (ii) by the assigning Party obtaining from the assignee of the Foreground legally binding undertakings (that can be enforced by the other Parties and their Affiliates) to grant such Access Rights.
Transfer of Foreground. Each Party may transfer ownership of its own Foreground to any legal entity, subject to the following conditions:
Transfer of Foreground. 8.2.1 Each Party may transfer ownership of its own Foreground following the procedures of the EC-GA Article II 27. 8.2.2 It may identify specific third parties it intends to transfer the ownership of its Foreground to in Attachment (6) to this Consortium Agreement. The other Parties hereby waive their right to object to a transfer to listed third parties according to the EC-GA Article II.27.3. 8.2.3 The transferring Party shall, however, notify the other Parties of such transfer and shall ensure that the rights of the other Parties will not be affected by such transfer. Any addition to Attachment (6) after signature of this Agreement requires a decision of the General Assembly. 8.2.4 The Parties recognize that in the framework of a merger or an acquisition of an important part of its assets, a Party may be subject to confidentiality obligations which prevent it from giving the full 45 days prior notice for the transfer as foreseen in the EC-GA, Article II 27.2.
Transfer of Foreground. Subject to the provisions of Article 15, where a Party transfers ownership of all or part of its Foreground, it shall assign its obligations regarding such part of its Foreground under this Agreement to the assignee, including the obligation to assign those obligations on to any subsequent assignee. Where a Party intends to transfer ownership of all or part of its Foreground to a third party established in the other Party’s Assigned Territory, such other Party may oppose such transfer of ownership of Foreground if it considers that such transfer would adversely affect its rights under this Agreement in which case, the transfer of ownership shall not take place unless the other Party has been satisfied that appropriate measures are taken and has authorized the transfer in writing. MXXXXX XXXXXXXX / PROTEA Protection. - Where all or part of Foreground is capable of industrial or commercial application, the owning Party shall provide for its adequate and effective protection, having due regard to its legitimate interests and the legitimate interests, especially the commercial interests, of the other Party. Where all or part of Foreground is capable of industrial or commercial application and its owner does not protect it, the other Party or an Affiliate of such other Party may assume ownership of that Foreground and take all measures for ensuring its adequate and effective protection. The owning Party may refuse consent only if it can demonstrate that its legitimate interests would be adversely affected. Use. - Either Party may freely, directly or indirectly use its Foreground which it owns in further research activities other than those covered by the Project, or for developing creating and marketing a drug or process, or for creating and providing a service, provided, however, that such Party shall promptly report to the others on the expected Use to be made of Foreground in the Progress Reports.
Transfer of Foreground. Each Party may transfer ownership of its own Foreground in all or in part following the procedures of the GRA Grant Agreement Article II 27. It may identify specific third parties it intends to transfer the ownership of its Foreground to in [Attachment 5] to this Consortium Agreement.
