As between Genentech and Exelixis, Genentech has the sole right to take actions to terminate infringement without litigation, to institute an action or proceeding for enforcement, and to settle or continue prosecution of that action or proceeding with respect to Genentech Licensed IP or Genentech’s Sole Collaboration Patents.
Licensed IP means the Licensed Patents and the Licensed Know-How.
Company Licensed IP means all Intellectual Property rights owned or purported to be owned by a third party and licensed to the Company or any Company Subsidiary or to which the Company or any Company Subsidiary otherwise has a right to use.
Licensee Technology means the Licensee Know-How and Licensee Patents.
Licensed Technology means the Licensed Patents and the Licensed Know-How.
Licensed IP Rights means, collectively, the Licensed Patent Rights and the Licensed Know-How Rights.
Research License means a nontransferable, nonexclusive license to make and to use the Licensed Products or the Licensed Processes as defined by the Licensed Patent Rights for purposes of research and not for purposes of commercial manufacture or distribution or in lieu of purchase.
Licensor Technology means the Licensor Patents and the Licensor Know-How.
Licensed Patent Rights means:
Third Party Technology means all Intellectual Property and products owned by third parties and licensed pursuant to Third Party Licenses.
Licensed Patents means (a) all United States patents and patent applications listed in Exhibit A, as modified pursuant to Section 2.6.1, including patents arising from such patent applications; and (b) any re-examination certificates thereof, and their foreign counterparts and extensions, continuations, divisionals, and re-issue applications; provided that “Licensed Patents” will not include any claim of a patent or patent application covering any Manufacturing Technology.
Joint Patent Rights means Patent Rights that contain one or more claims that cover Joint Technology.
Licensed Field means all fields of use.
Company Licensed Intellectual Property means Intellectual Property Rights owned by any Person (other than a Group Company) that is licensed to any Group Company.
Patent Rights means the rights and interests in and to issued patents and pending patent applications (which, for purposes of this Agreement, include certificates of invention, applications for certificates of invention and priority rights) in any country or region, including all provisional applications, substitutions, continuations, continuations-in-part, divisions, renewals, all letters patent granted thereon, and all reissues, re-examinations and extensions thereof, and all foreign counterparts of any of the foregoing.
Assigned Patent Rights means all of the following, whether now owned or hereafter acquired or arising:
Licensed Field of Use means all fields.
Collaboration Patent Rights means Patent Rights claiming Collaboration Know-How.
Third Party License means licenses from third parties governing third party software embedded or used in the Trading Platform.
Product Technology means the Product Know-How and Product Patents.
Joint IP means Joint Know-How and Joint Patents.
Program Patent Rights means any Patent Rights that contain one or more claims that cover Program Inventions.
Licensee Patents means all Patents that (i) claim any inventions developed by or on behalf of Licensee in the Development, manufacture or Commercialization of any of the Products in the Field pursuant to this Agreement, or (ii) are Controlled by Licensee or its Affiliates during the Term and claim or cover any of the Products (including composition of matter, methods of manufacturing and methods of treatment or use).”
Licensed Know-How means all Know-How that (a) is Controlled by Pfizer or any of its Affiliates as of the effective date of the Pfizer-MPP Agreement, (b) directly relates to the use of the Compound, Product or Licensed Product in the Field, and (c) is not in the public domain or otherwise generally known. For the avoidance of doubt, (i) Licensed Know-How shall not include any Know-How to the extent solely and directly related to any other Pfizer compound or to the extent related to the use of the Compound, Product or Licensed Product outside the Field and (ii) Licensed Know-How includes only that Know-How, designated by Pfizer in its sole discretion, necessary for the manufacture, registration and commercialization of the Compound and/or Licensed Product for use in the Field. For the avoidance of doubt, Licensed Know-How excludes any Know-How related to ritonavir that has been (either as of the Effective Date or at any time during the term of this Agreement) in-licensed by Pfizer from any Third Party.
Licensed Fields of Use means the fields of use identified in Appendix B.
Licensed Products means tangible materials which, in the course of manufacture, use, sale, or importation, would be within the scope of one or more claims of the Licensed Patent Rights that have not been held unpatentable, invalid or unenforceable by an unappealed or unappealable judgment of a court of competent jurisdiction.
Background IP means all IP and IP Rights owned or controlled by Seller prior to the effective date or outside the scope of this Contract.