Horizon IP definition

Horizon IP means all Base Technology made available to sanofi-aventis or its Affiliates by Horizon or its Affiliates pursuant to this Agreement or the Technical Transfer Agreement that is required for sanofi-aventis or its designated Affiliate to perform sanofi-aventis’ obligations under this Agreement.
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Examples of Horizon IP in a sentence

  • Horizon represents and warrants that, to the best of Horizon’s knowledge, practice by sanofi aventis or designated Affiliate of the Horizon IP that Horizon provides to sanofi-aventis or designated Affiliate pursuant to this Agreement to perform the services to be performed by sanofi aventis in compliance with this Agreement do not and, will not infringe the Intellectual Property Rights of any Third Party.

  • Horizon hereby grants to sanofi-aventis a royalty-free, non-exclusive, license during the Term to use and/or practice the Horizon IP solely to perform sanofi-aventis’ or designated Affiliates’ obligations in accordance with the terms of this Agreement.

  • To the Knowledge of Horizon, the Horizon IP Rights collectively constitute all material Intellectual Property Rights needed to conduct the business of Horizon as currently conducted, including for Horizon Candidates under development when sold as currently contemplated.

  • Without limiting the generality of the foregoing, each Person who is or was an employee or independent contractor of Horizon that has participated in the development of any Horizon IP has irrevocably assigned all right, title, and interest in and to Horizon IP to Horizon and Horizon has used commercially reasonable efforts to employ measures and precautions necessary to maintain the confidentiality and secrecy of and otherwise protect and enforce its rights in all Horizon IP.

  • As between Customer and Horizon, Horizon and its licensors exclusively own all rights, title, and interest in the patents, copyrights (including rights in derivative works), moral rights, rights of publicity, trademarks or service marks, logos and designs, trade secrets, and other intellectual property embodied by, or contained in the API used to access the Transaction Services and the Transaction Services (collectively, Horizon IP ).

  • Horizon IP is protected by copyright, trade secret, patent, and other intellectual property laws, and all rights in Horizon IP not expressly granted to Customer in this Agreement are reserved.

  • Subject to the terms of this Agreement, Horizon hereby grants to Customer and Customer hereby accepts from Horizon a limited, non-exclusive, non-transferable license to access and use the Horizon IP only in the manner described in this Agreement.

Related to Horizon IP

  • Licensor Technology means the Licensor Patents and the Licensor Know-How.

  • Background Technology means all tools, programs, designs, processes, formulas, techniques, improvements, inventions, works of authorship, software, data, know-how, ideas, methodologies, specifications, code libraries, algorithms, protocols, routines, subroutines, network systems, machine learning models, Trade Secrets (defined below), and other technology which are: (a) created, developed, owned, or licensed by PickNik prior to the Effective Date of this Agreement; (b) are created, developed, owned, or licensed by PickNik during the term of this Agreement but not delivered as a part of the Software; (c) which have general applicability to PickNik’s business and which are not based on any Company Confidential Information; or (d) modifications of or derivatives to any of the foregoing.

  • Foreground IPR means any and all Intellectual Property Rights generated individually by either of the Parties or by jointly both of the Parties in the execution of the Contract.

  • Collaboration IP means Collaboration Know-How and Collaboration Patents.

  • Transferred Technology has the meaning set forth in Section 2.3(a).