Necessary Background definition
Examples of Necessary Background in a sentence
The foregoing notwithstanding, Infotonics shall not be required to license or otherwise make available any Background Technology or Necessary Background Technology listed on Appendix D for which a technology of comparable utility is available from other sources in reasonable quantities and at reasonable prices, or for which there is a commercially available product which reasonably satisfies MDSC's needs.
Each Party represents that, prior to the initiation of the Research, it has made a good-faith effort to identify to the other Party the existence of any Necessary Background Technology possessed by the first Party, and that it shall promptly identify to the other Party the existence of any Necessary Background Technology possessed by the first Party which may subsequently come to its attention.
No such license shall include the right to grant sublicenses (other than for the manufacture of a Product by a third party solely on behalf of any Purchaser Licensee) or the right to receive any license for the Company's Background Patents other than the Company's Necessary Background Patents.
If the University owns or controls any Intellectual Property other than Applicable IP that is necessary for COMPANY ACRONYM and its affiliates to utilize any Applicable IP (“Necessary Background IP”), then upon request by COMPANY ACRONYM, University, if free to do so, agrees to negotiate in good faith with COMPANY ACRONYM for a non-exclusive license to use such Necessary Background IP.
No such license shall include the right to grant sublicenses (other than for the manufacture of a Product by a third party solely on behalf of any Company Licensee) or the right to receive any license for Purchaser's Background Patents other than Purchaser's Necessary Background Patents.