IMDZ definition
Examples of IMDZ in a sentence
If any currency conversion shall be required in connection with the payment of royalties hereunder, such conversion shall be made using the exchange rate published in the American East Coast edition of the Wall Street Journal on the last business day of the Calendar Quarter to which such royalty payments relate, or such other commercially reasonable exchange rate and conversion timing as may be adopted by IMDZ in good faith or agreed with a Partner and notified to TVS in writing.
IMDZ shall have the right to carry forward for application against amounts payable to TVS in future periods any uncredited amount until such time when such amounts are fully credited.
IMDZ shall execute all reasonable, necessary and proper documents and take such actions as shall be appropriate to allow Sanofi to institute and prosecute infringement actions under this Section 13.1(b).
Subject to the terms of this Section 4.2, IMDZ will file, prosecute, defend and maintain (including the filing of any extension or supplementary protection certificate) *** any Patents claiming Inventions or Know-How included in the IMDZ Licensed Technology.
Subject to the foregoing, in the event of any required or proposed public announcement by IMDZ, ***.
Sanofi shall have no other right to use, or interest in, any other Patents or intellectual property rights controlled by IMDZ within or outside the Field, and IMDZ makes no grant of intellectual property rights by implication.
In addition, if a Sublicensee of Sanofi brings a Patent Challenge against IMDZ or IDRI with respect to any Patent included in the IMDZ Licensed Technology (other than in response to a prior claim of infringement by IDRI, IMDZ or any of their Affiliates or licensees against Sanofi or any of its Sublicensees), then IMDZ may send a written demand to Sanofi to terminate such sublicense.
In the event that Sanofi is required, under Applicable Laws, to withhold any deduction or tax from any payment due to IMDZ under this Agreement, such amount shall be deducted from the payment to be made by Sanofi, paid to the proper taxing authority, provided that Sanofi shall take reasonable and lawful actions to avoid and minimize such withholding and promptly notify IMDZ so that IMDZ may take lawful actions to avoid and minimize such withholding.
IMDZ and Sanofì hereby acknowledge and agree that the exhibits attached to this SIP are the exhibits referenced in the Agreement as being attached to the SIP and shall be governed by the Agreement.
Sanofi shall execute all reasonable, necessary and proper documents and take such actions as shall be appropriate to allow IMDZ to institute and prosecute infringement actions under this Section 13.1(a).