Product (Core) definition
Examples of Product (Core) in a sentence
The Company and its Subsidiaries shall not amend or permit the amendment of any provision of any Material Contract [***] the result of which would adversely affect in any material respect any of Company or its Subsidiary’s rights with respect to any Product (Core) or waive any of their respective rights under any Material Contract in any manner adverse in any material respect to the interests of the Company or its Subsidiaries.
Notwithstanding anything to the contrary contained herein, no assignment, transfer, contribution, license, sublicense or other disposition of any Product (Core), Product (Core) Patent or Registration with respect to any Product (Core) is permitted hereunder except as specifically permitted under this Agreement.
No right or licence, express or implied, is granted to the Customer under this Agreement for the use of any Totara trademark, logo, service mark or other Intellectual Property Rights whether or not derived from the Totara Product including, without limitation, the distribution of any Totara Product Core Components or other Totara Intellectual Property Rights.
To the knowledge of Borrower and its Subsidiaries, the manufacture, use or Commercialization of the Product (Core) as currently conducted or proposed to be conducted, does not infringe or otherwise violate any issued Patent of any Person that the Borrower and its Subsidiaries do not have a right to use.
The Company and its Subsidiaries shall not amend or permit the amendment of [***] the result of which would negatively impact any of Company or its Subsidiary’s rights with respect to any Product (Core), waive any of their respective rights under [***], or terminate or permit termination of the [***].
Alnylam is the sole and exclusive owner of all Patent Rights identified in Schedule 1.2.22 (ALN-TTR Core Technology Patents), Schedule 1.2.24 (ALN-TTR Product-Specific Patents), Schedule 1.2.159 (Option Product Core Technology Patents) and Schedule 1.2.162 (Option Product-Specific Patents) as being owned exclusively by Alnylam and Controls all other Patent Rights identified on such schedules.
Borrower shall provide prompt written notice to Administrative Agent of any claim, notice, or allegation received by Borrower that Commercialization of the Product (Core) infringes a third party patent.
Subject to the terms and conditions of this Agreement, Manufacturer hereby assigns to Company all, right, title and interest into any Project IP, including the Product Core Formulas, but expressly excluding all Manufacturer IP.
Alnylam has the sole responsibility to, at Alnylam’s discretion and sole expense (except as provided below), file, conduct prosecution, and maintain (including the defense of any interference or opposition proceedings), all Patent Rights comprising Option Product Core Technology Patents and Option Product-Specific Patents, in Alnylam’s name.
Notwithstanding anything to the contrary contained herein, no assignment, transfer, contribution, license, sublicense or other disposition of any Product (Core), Product (Core) Intellectual Property Rights or Registration with respect to any Product (Core) is permitted hereunder except as specifically permitted under this Agreement.