Background definition
Examples of Background in a sentence
Such records are the sole and exclusive property of Customer and shall constitute Customer’s Confidential Information except to the extent they incorporate any Lonza Operating Documents, Lonza Confidential Information, New Lonza Intellectual Property or Lonza Background Intellectual Property.
Lonza shall provide reasonably necessary documents to complete such technology transfer, and [***] (based on a full-time employee rate for such support) and expenses, provided that the total cost of such assistance (excluding any costs paid to Lonza for the use of Lonza’s Confidential Information or Lonza Background Intellectual Property) will not exceed [***].
Except as expressly otherwise provided herein, neither Party nor its Affiliates will, as a result of this Agreement, acquire any license, right, title, interest in or to, any Background Intellectual Property of the other Party.
Customer’s Background IP and New Customer Intellectual Property collectively, the “Customer Intellectual Property”) 10.2.2 Customer is not permitted to include or disclose [***].
Lonza will not include in the Manufacturing Process any Lonza Confidential Information or Lonza Background Intellectual Property that would require Customer to pay any Technology Transfer Licensing Fee in order to transfer the Manufacturing Process to itself, its Affiliates and/or any Third Party, without first obtaining Customer’s prior written consent and advising Customer as to the applicable anticipated Technology Transfer Licensing Fee, which the Parties shall agree upon in advance in writing.