Shared Know-How definition

Shared Know-How shall have the meaning given such term in the Shared Know-How Agreement.

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Shared Know-How means any Know-How, whether or not patented, other than Company Drug IP and DESRES Technology-Related Property, that is (a) Generated jointly by the Parties during the Research Term, or (b) disclosed, shared or otherwise communicated by or on behalf of one Party or any of its Subsidiaries to or with the other Party or any of its Subsidiaries during the Research Term, regardless of the means by which such Know-How is disclosed, shared or communicated.

Shared Know-How means any and all Know-How owned by Sellers or their controlled Affiliates as of immediately prior to the Closing that (i) pertains or relates primarily to any Product or, as of immediately prior to the Closing, is being used or held for use by Sellers primarily in connection with any Product, and (ii) immediately prior to the consummation of the Merger on January 17, 2023, was owned by Sellers’ Predecessor and was then being used or held for use by Sellers’ Predecessor primarily in connection with any Product.

Examples of Shared Know-How in a sentence

• Subject to the terms and conditions of this Agreement, Ironwood hereby grants to Cyclerion a perpetual, worldwide, non-exclusive, royalty-free, fully paid-up license in and to the Ironwood Shared Know-How for any use in the Cyclerion Field.

• Subject to the terms and conditions of this Agreement, Cyclerion hereby grants to Ironwood a perpetual, worldwide, non-exclusive, royalty-free, fully paid-up license in and to the Cyclerion Shared Know-How for any use in the Ironwood Field.

• PRO shall, at its own expense, supply Vanderbilt with up-to-date samples, Shared Know-How and technical data, promotional material and service information as is appropriate in order for Vanderbilt to conduct laboratory and market tests and to promote and develop sales of the Products.

• Subject to any applicable exclusivity obligations under ARTICLE 4 and to the exclusions to Patent licenses as set forth in Section 7.3(c), neither Company nor DESRES, nor any of their respective Subsidiaries, shall be restricted in any manner by the other Party or by any of such other Party’s Subsidiaries from using or disclosing for any purpose any Shared Know-How.

• To Seller’s Knowledge, there has been no unauthorized disclosure or use by Seller Service Providers of any Trade Secret included in the Assigned Intellectual Property or Licensed Shared Know-How.

More Definitions of Shared Know-How

Shared Know-How means Know-How that is reasonably required to assist Vanderbilt in the marketing, sales and support of the Product.

Shared Know-How shall have the meaning set forth in the Intellectual Property Agreement.

Shared Know-How means technical, scientific and medical information, knowledge, know-how, inventions and trade secrets, other than the PRODUCT

Shared Know-How means any and all trade secrets, know how and information to the extent owned or controlled by Seller or any of its Affiliates, and related to (A) Product or the Purchased Assets, and (B) other products or assets of Seller.

Shared Know-How means technical, scientific and medical information, knowledge, know-how, inventions and trade secrets, other than the PRODUCT KNOW-HOW, which (i) is owned by HMR or their AFFILIATES and pertain or relate to both the PRODUCTS and other products of HMR or their AFFILIATES, or (ii) is controlled by or licensed to HMR or their AFFILIATES on a non-exclusive basis, but not owned, by HMR or their AFFILIATES and are necessary for, used in or relate to the development, registration, manufacturing, formulation, sale, use and commercialization of the PRODUCTS, including, but without limitation, manufacturing processes and techniques, quality control information and procedures, and technical, scientific and medical information, knowledge, know-how, inventions and trade secrets which are the subject of the PACO AGREEMENTS, excluding technical, scientific and medical information, knowledge, know-how, inventions and trade secrets which are related solely to the manufacture or formulation of the ACTIVE INGREDIENTS, or which are the subject of the HERB▇▇▇ ▇▇▇EEMENT.

Shared Know-How means any Know-How, whether or not patented, other than Company Drug IP and DESRES Technology-Related Property, that is

Shared Know-How has the meaning assigned to it in Section 4.12(a).