Specified Product IP definition

Specified Product IP means any and all Patents, Copyrights, Trademarks, trade secrets and other Intellectual Property recognized under applicable Law reasonably related to any Specified Products, in each case, such as that are necessary for, or reasonably useful to, the research, development, manufacture, commercialization, or other exploitation or defense of any Specified Products, in each case, during the term of this Agreement.
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Specified Product IP means any and all Patents, Copyrights, Trademarks, trade secrets and other intellectual property recognized under applicable Law (other than Patents, Copyrights, Trademarks, trade secrets and other intellectual property recognized under applicable Law consisting of RPA Assets) that are necessary for, and material to, the research, development, manufacture, commercialization, or other exploitation of any Specified Product(s), including the Orange Book Patents, in each case, during the term of this Agreement.
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Examples of Specified Product IP in a sentence

  • The Administrative Agent and the Lenders agree that in connection with any foreclosure or other exercise of rights under this Agreement or any other Loan Document with respect to Specified Product IP, the rights of the licensees under Permitted Licenses will not be terminated, limited or otherwise adversely affected so long as no default exists under the Permitted License that would permit the licensor to terminate such Permitted License (commonly known as a non-disturbance).

  • Promptly (but in any event within ten (10) Business Days after receipt thereof by any Loan Party or any Subsidiary thereof) after the date any Responsible Officer of the Borrower becomes aware of the assertion or occurrence thereof, written notice of any material Dispute involving any Loan Party and any Specified Product IP or any Collateral.

  • As of the Closing Date, no Loan Party or Restricted Subsidiary has received any written notice that there is any, and to the Borrower’s knowledge there is no, Person who is or claims to be an inventor under any Patent included in the Specified Product IP who is not a named inventor thereof.

  • Except as set forth on Schedule 5.23(e) or as would not reasonably be expected to have a Material Impact, to the Borrower’s knowledge, no third party is infringing, misappropriating or otherwise violating any Specified Product IP owned or used by any Loan Party or any of its Restricted Subsidiaries, or any of their respective licensees.

  • Company shall not assign any Specified Product IP Rights to any Rubraca Subsidiary, and no Rubraca Subsidiary (other than Clovis UK or Clovis Ireland), shall own any Specified Product IP Rights, other than, in each case, Regulatory Approvals reasonably required in connection with the Commercialization of the Product being conducted by such Rubraca Subsidiary.

  • Promptly upon the later of ten (10) Business Days and the delivery of the next Compliance Certificate, written notice of any Dispute that the Borrower reasonably determines is material to the Borrower and its Restricted Subsidiaries, taken as a whole, involving any of the Orange Book Patents or Specified Product IP to which a Loan Party is a party.

  • Each Loan Party and its Restricted Subsidiaries shall take all steps that the Loan Parties and Restricted Subsidiaries believe are commercially reasonable under the circumstances to maintain, defend and enforce the Specified Product IP that is owned by a Loan Party or any of its Restricted Subsidiaries.

  • Company shall have the sole right to conduct the Program, including (i) initiating and enrolling patients in the ATHENA Trial that are required in order to achieve the Success Event, (ii) preparing and submitting all regulatory applications required to achieve the Success Event, (iii) preparing and submitting filings related to the Specified Product IP Rights and (iv) taking, or causing to be taken, actions to achieve the Success Event.