CRISPR Technology definition

CRISPR Technology means Intellectual Property, Confidential Information and any other Information relating to CRISPRs (Clustered Regularly Interspaced Short Palindromic Repeats) in a nucleic acid and CRISPR-associated proteins (“Cas”) (including Cas9 and other RNA-guided nucleases and other proteins associated with or having a function related to CRISPRs), and applications involving the recognition or function of CRISPRs or Cas proteins.

Split View

AI-Powered Contracts

Draft, Review & Redline at the Speed of AI

Get StartedSchedule a Demo

CRISPR Technology means an enzymatically active or inactive Cas9, Cpf1 or other CRISPR-derived endonuclease and one or more nucleic acid sequence(s).

CRISPR Technology means (a) the CRISPR Background Technology, (b) the CRISPR Program Technology, and (c) CRISPR’s interest in any Joint Technology.

Examples of CRISPR Technology in a sentence

• For clarity, without limiting the foregoing, Adicet shall not have the right in any event to grant naked sublicenses under the CRISPR Technology (i.e., granting a sublicense under the CRISPR Technology must be done in conjunction with a license to certain Adicet Technology with respect to a Collaboration Product).

• Adicet wishes to obtain a non-exclusive license under CRISPR Technology to research, develop and commercialize up to [***] Licensed Products, and CRISPR is willing to grant such a license to Adicet, with the option for CRISPR to participate in cost and profit sharing worldwide for the First Collaboration Product and Follow-On Product(s), if any.

• Subject to the terms and conditions of this Agreement, CRISPR hereby grants to Adicet and its Affiliates a non-exclusive, worldwide license, with the right to grant sublicenses (including through multiple tiers) to [***] as provided in Section 7.1.3 and Subcontractors as provided in Section 2.3, under the CRISPR Technology solely to Research, Develop, Manufacture and Commercialize Licensed Products for use in the Field in the Territory.

• For clarity, without limiting the foregoing, Adicet shall not have the right in any event to grant naked sublicenses under the CRISPR Technology (i.e., granting a sublicense under the CRISPR Technology must be done in conjunction with a license to certain Adicet Technology with respect to a Licensed Product).

• In each such instance, such review and approval will be conducted for the purposes of preserving the value of the CRISPR Technology, the rights granted to CRISPR hereunder and determining whether any portion of the proposed publication or presentation containing CRISPR’s Confidential Information should be modified or deleted.

• Subject to the terms and conditions of this Agreement, CRISPR hereby grants to Adicet and its Affiliates a non-exclusive, worldwide license, with the right to grant sublicenses (through multiple tiers), under the CRISPR Technology solely to Develop, Manufacture and Commercialize Collaboration Products in the Field in the Territory.

• All rights in and to CRISPR Technology not expressly licensed or assigned to Adicet under this Agreement are hereby retained by CRISPR or its Affiliates (as applicable), and Adicet agrees not to, and shall cause its Affiliates not to practice or use CRISPR Technology except as expressly permitted by this Agreement or any other written agreement between the Parties.

More Definitions of CRISPR Technology

CRISPR Technology means Intellectual Property, Materials, Confidential Information and any other information (including data and know-how) relating to CRISPRs (Clustered Regularly Interspaced Short Palindromic Repeats) in a nucleic acid and CRISPR-associated proteins (“Cas”) (including but not limited to Cas9 and other CRISPR-associated proteins including RNA-guided nucleases or other proteins associated with or having a function related to CRISPRs), and applications involving the recognition and/or function of CRISPRs or Cas proteins.

CRISPR Technology means (a) the CRISPR Background Technology, (b) the CRISPR Program Technology, and

CRISPR Technology means an enzymatically active or inactive Cas9, Cpf1 or other CRISPR- derived endonuclease and one or more nucleic acid sequence(s).

CRISPR Technology means an enzymatically active or inactive endonuclease combined with a nucleic acid moiety that preferentially binds to a specified nucleic acid sequence and targets the endonuclease to the nucleic acid sequence, where either the endonuclease or nucleic acid moiety can be engineered and/or linked to an effector moiety. “Deductions” means, with respect to a Company Sale, any amounts that are deducted from the gross proceeds, and thereby reduce the amount paid to the holders of capital stock of Company, including, without limitation: (a) amounts paid to investment bankers, accountants or attorneys in connection with the transaction, (b) severance or change of control payments made to employees or directors of Company, (c) payments made to a Third Party to pay off indebtedness, (d) liquidation preference payments or (e) amounts placed into escrow or a similar holdback. “Enterprise Value” means, with respect to an entity, the equity value of such entity as determined in a Valuation Analysis. “Exchange Act” means the United States Securities and Exchange Act of 1934, as amended, and the rules and regulations promulgated thereunder. “[**] Product” means a product that [**]. “FMV of Common Stock” means (a) if Company’s shares of Common Stock are Public Securities as of the applicable determination date, the Closing Price, or (b) if Company’s shares of Common Stock are not Public Securities as of the applicable determination date, the value determined by dividing (1) the Enterprise Value as determined in the most recent Valuation Analysis prior to such date by (2) the total number of issued and outstanding shares of Common Stock (assuming conversion of all outstanding stock other than common stock into common stock). “Group” means two or more Persons acting as a partnership, limited partnership, syndicate or other group for the purposes of acquiring, holding, voting or disposing of the securities of a company. “Issuance Date” means the date of issuance of any Promissory Note or any Note Shares. “Market Capitalization” means, with respect to a particular Trading Day, the closing price per share of Common Stock on such Trading Day multiplied by the number of shares of Common Stock outstanding as set forth on the cover page in the most recent of (a) Company’s most recent quarterly report filed on Form 10-Q with the Securities and Exchange Commission under the Exchange Act or (b) Company’s most recent annual report filed on Form 10-K with the Securities and Exchange C...

CRISPR Technology has the meaning set forth in Section 5.1.1.