Jazz Intellectual Property definition

Jazz Intellectual Property means any Patent Rights or Technology Controlled by Jazz as of the Effective Date or that becomes Controlled by Jazz during the Term (including Jazz Product Technology and Jazz’s interest in any Joint Product Technology) that is necessary or useful for ImmunoGen to Develop, make, have made or use the Licensed Product to the extent that Portions of this Exhibit, indicated by the xxxx “[***],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to the Registrant’s application requesting confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. ImmunoGen has the obligation to conduct such activities in accordance with the terms of this Agreement. For purposes of clarity, Jazz Intellectual Property excludes all ADC Platform Improvements assigned to ImmunoGen pursuant to Section 9.1.3.
Jazz Intellectual Property in the Agreement will refer to any Patent Rights or Technology Controlled by Jazz as of the Effective Date or that becomes Controlled by Jazz during the Term (including Jazz Product Technology and Jazz’s interest in any Joint Product Technology) that is necessary or useful for ImmunoGen to Commercialize the Licensed Product in the Co-Development Territory in accordance with the Product Plan.

Examples of Jazz Intellectual Property in a sentence

  • ESSDS will disclose Jazz Intellectual Property under subpart (a) of this paragraph promptly to Jazz Pharmaceuticals, and hereby assigns all of ESSDS’s right, title and interest in and to any such Jazz Intellectual Property to Jazz Pharmaceuticals without royalty or any other consideration (other than compensation for the Services as provided by this Agreement or an applicable Work Order).

  • Notwithstanding anything to the contrary in Section 10.1 or otherwise, the Jazz Intellectual Property does not include, and ESSDS shall retain all right, title and interest in and to, the ESSDS IP.

  • ESSDS will cooperate fully with Jazz Pharmaceuticals in the process of securing and enforcing Jazz Pharmaceuticals’ rights to such Jazz Intellectual Property, which may include executing applications, assignments or other instruments, and Jazz Pharmaceuticals will compensate ESSDS for ESSDS’s reasonable time devoted to such activities at Jazz Pharmaceuticals’ request and reimburse ESSDS for reasonable expenses incurred in connection therewith.

  • Anything contained in this Agreement to the contrary notwithstanding, as between the Parties, Jazz shall be the sole owner of, and subject to the license granted in Section 2.1.2, shall retain all right, title and interest in and to the Jazz Intellectual Property.

  • Jazz retains the rights to use the Jazz Intellectual Property for all purposes and to grant licenses to Third Parties to do the same.

  • As between the Parties, Jazz shall have the sole right and option, but not the obligation, to eliminate any alleged infringement of any Patent Rights claiming any Jazz Intellectual Property or any Product Technology solely owned by Jazz or its Affiliates by reasonable steps, which may include the institution of legal proceedings or other action as well as the settlement thereof.

  • Subject to the terms and conditions of this Agreement, Jazz shall, and does hereby, grant to ImmunoGen a non-exclusive, non-transferable (except as expressly permitted in this Section 2), royalty-free right and license to and under any Jazz Intellectual Property solely for ImmunoGen to perform its obligations under this Agreement in connection with the Commercialization of the Co-Development Product in the Co-Development Territory in accordance with the Co-Development Plan and the terms of this Agreement.

  • Patent Rights claiming any Jazz Intellectual Property or any Product Technology solely owned by Jazz or its Affiliates.

  • Notwithstanding anything to the contrary in Section 10.1 or otherwise, Jazz Intellectual Property does not include, and ESSDS shall retain all right, title and interest in and to, the ESSDS Intellectual Property.

  • For the avoidance of doubt, Jazz Intellectual Property, may include but is not limited to, all, Deliverables, REMS Program Items, and Data.

Related to Jazz Intellectual Property

  • New Intellectual Property means any and all inventions, devices, processes (including, without limitation, processes of using devices or of manufacturing such devices), methods, compositions or products or software, whether patentable or unpatentable, copyrights, and works of authorship, and related know-how, which are conceived or reduced to practice or writing during the term of this Agreement and for 180 days after it expires, which are developed as a result of conducting the Research Project for Intel, and which are within the Field of Research.

  • Intellectual Property the collective reference to all rights, priorities and privileges relating to intellectual property, whether arising under United States, multinational or foreign laws or otherwise, including copyrights, copyright licenses, patents, patent licenses, trademarks, trademark licenses, technology, know-how and processes, and all rights to xxx at law or in equity for any infringement or other impairment thereof, including the right to receive all proceeds and damages therefrom.

  • Product Intellectual Property means all of the following related to a Divestiture Product (other than Product Licensed Intellectual Property):

  • Licensed Intellectual Property means Intellectual Property licensed to the Company pursuant to the Company IP Agreements.

  • Joint Intellectual Property means, collectively, Joint Know-How and Joint Patents.

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Foreground Intellectual Property means all Intellectual Property developed by either Party pursuant to this Agreement;

  • Intellectual Property Right means, including but not limited to, any patent, registered design, copyright, trademark, trade secrets and any other intellectual or industrial property right as well as the right to apply to register any of the mentioned rights.

  • Company Intellectual Property means any Intellectual Property that is owned or purported to be owned by the Company or any of its Subsidiaries.

  • Licensed Intellectual Property Rights means any Intellectual Property Rights owned by a third party that a Person has a right to use, exploit or practice by virtue of a license grant, immunity from Legal Action or otherwise.

  • Company Intellectual Property Rights means Intellectual Property Rights owned by or purported to be owned by, or exclusively licensed to, the Company or any of its Subsidiaries.

  • Owned Intellectual Property means all Intellectual Property owned or purported to be owned by the Company or any of its Subsidiaries.

  • Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).

  • Intellectual Property (IP) means all copyright, rights in relation to inventions (including patent rights and unpatented technologies), plant varieties, registered and unregistered trademarks (including service marks), registered designs, confidential information (including trade secrets and know-how), mask-works and integrated circuit layouts, and all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields;

  • Background Intellectual Property means all Intellectual Property introduced and required by either Party to give effect to their obligations under this Agreement owned in whole or in part by or licensed to either Party or their affiliates prior to the Commencement Date or developed after the Commencement Date otherwise pursuant to this Agreement;

  • Company Licensed Intellectual Property means all Intellectual Property that is licensed to the Company by any third party.

  • Joint Intellectual Property Rights means any work under the Subcontract, which:

  • Intellectual Property Rights (IPR) (11/18) means any patent rights, copyrights, trade secrets, trade names, service marks, trademarks, trade dress, moral rights, know-how and any other similar rights or intangible assets to which rights of ownership accrue, and all registrations, applications, disclosures, renewals, extensions, continuations, or reissues of the foregoing now or hereafter in force. “Key Personnel” (11/18) means the specific individuals identified in Section 3.11 to fill Key Positions.

  • Business Intellectual Property Rights means (a) the Intellectual Property Rights owned or licensed by the Group Companies and (b) any other Intellectual Property Rights owned or licensed by Seller or any of its other Subsidiaries and used solely in the conduct of the Business.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Parent Intellectual Property means any Intellectual Property that is owned by, or exclusively licensed to, Parent.

  • Owned Intellectual Property Rights means any and all Intellectual Property Rights owned or purported to be owned by the Company or any of its Subsidiaries.

  • Intellectual Property License means any license, sublicense, right, covenant, non-assertion, permission, immunity, consent, release or waiver under or with respect to any Intellectual Property Rights or Technology.

  • Project Intellectual Property means any Intellectual Property created under, or otherwise in connection with the Project.

  • Business Intellectual Property means the Owned Intellectual Property and the Licensed Intellectual Property.

  • Intellectual Property Assets includes: