Jointly Developed Products Sample Clauses

Jointly Developed Products. Both parties agree to collaborate in joint worldwide marketing efforts by utilizing existing direct sales and marketing personnel, affiliates, dealers, distributors, sales agents, and business partners of both parties. Both parties shall endeavor to develop a collaborative marketing plan no later than September 30, 1997, detailing sales strategy and joint marketing activities such as press releases, trade shows, technology conferences, user conferences, technical articles, etc. Both parties will have the right to market Jointly Developed Products.
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Jointly Developed Products. From and after the Effective Time, IMS and TriZetto shall discuss the appropriate treatment of jointly developed products and any data rights arising therefrom; PROVIDED, that the foregoing shall not (i) impose on either IMS or TriZetto any obligation to enter into any agreement with respect to any such jointly developed products or (ii) in any way reduce or limit the rights granted to IMS pursuant to the Data Rights Agreement.
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Jointly Developed Products. The pricing for the Jointly Developed Products and the fee and revenue sharing arrangement shall be as follows:
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Jointly Developed Products. With acknowledgment that the terms and conditions of this paragraph have been expressly bargained for, with respect to any Product(s) developed jointly by Lowe’s and Vendor (“Joint Products”), Vendor acknowledges and agrees that as between it and Lowe’s, Lowe’s owns and shall own all right, title and interest in and to the Joint Products, including, without limitation, all Intellectual Property Rights. To the extent that as between the parties all such rights do not automatically vest in Lowe’s hereunder or by operation of law, Vendor agrees to and hereby assigns, conveys and transfers all right, title and interest it may have or acquire in or to any Joint Products to Lowe’s, including, without limitation, all Intellectual Property Rights therein and all rights of action against third parties that Vendor had, has or may have in the future based thereon and waives all moral rights in respect thereof Vendor will, at Vendor’s expense, cause its employees, agents and subcontractors who are involved in the development or design of Joint Products to assign and convey to or in favor of Lowe’s (or if applicable, waive), without royalty or other consideration, their entire right, title and interest, including any Intellectual Property Rights, in and to the Joint Products and all inventions, discoveries, improvements, innovations, ideas, designs, drawings, works of authorship, formulas, methods, techniques, concepts, configurations, compositions of matter, computer programs, computer code, writings, or any combination thereof, produced or created by them, alone or in conjunction with others, in connection with the development or design of the Joint Products. Vendor shall provide Lowe’s with assistance as reasonably required to vest or perfect Lowe’s ownership of all right, title and interest in and to the Joint Products, including without limitation, all Intellectual Property Rights therein, and to cooperate with Lowe’s and to do all acts reasonably requested by Lowe’s to evidence, establish, procure, apply, register, record, maintain., enforce and defend Lowe’s ownership interests therein within such time period(s) as is reasonably required to enable Lowe’s to timely preserve or assert its rights in the United States or any other jurisdictions. Vendor shall not challenge Lowe’s ownership of the Joint Products or any part thereof. Lowe’s hereby grants Vendor a non-exclusive, non-assignable, royalty-free license (without the right to sublicense) to use the Intellectu...
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Jointly Developed Products. Prior to pursuing any new product development activities or product improvement projects pertaining to any Jointly Developed Product, the Company shall first obtain Purchaser’s written consent and Purchaser and the Company Principals (if then employed by the Company) shall have mutually agreed in writing upon the development parameters (including an acknowledgement from the Company Principals that such activities or projects include the development contributions of Purchaser specified in such parameters and, accordingly, any new products or product improvements resulting from such activities or projects shall be Jointly Developed Products subject to the percentage allocations of revenue from sales specified in such parameters), timing and responsibilities as well as the revenue, cost structure and pre-tax profit targets applicable to such new products or product improvement projects. It is anticipated that Jointly Developed Products will not be included in the Baseline Budget. Jointly Developed Products may only be included in the Baseline Budget with the prior written consent of Purchaser.
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Jointly Developed Products. With respect to any technology developed by either WorkLife or E-Cruiter that either (a) adds new features to the products of the non-developing party, (b) is software needed to incorporate WorkLife's products into E-Cruiter's Code Base or E-Cruiter's services into WorkLife's products or services, or (c) is technology needed to imbed the Precision Matching Technology into E-Cruiter's products or services, such technology shall be the property of the party developing it (the "Developing Party"); provided, however, that upon request, the Developing Party shall execute in favor of the non-developing party a fully paid, irrevocable, non-exclusive, non-transferable, worldwide license for the term of this Agreement to use, copy and distribute such technology.
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Jointly Developed Products. “Jointly Developed Products” shall have the meaning set forth in Section 2.9(a) of this Agreement.
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Jointly Developed Products 
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Related to Jointly Developed Products

  • Competing Products The provisions of Section 21 are set forth on attached Exhibit H and are incorporated in this Section 21 by this reference.

  • New Products You agree to comply with NASD Notice to Members 5-26 recommending best practices for reviewing new products.

  • Licensed Products Lessee will obtain no title to Licensed Products which will at all times remain the property of the owner of the Licensed Products. A license from the owner may be required and it is Lessee's responsibility to obtain any required license before the use of the Licensed Products. Lessee agrees to treat the Licensed Products as confidential information of the owner, to observe all copyright restrictions, and not to reproduce or sell the Licensed Products.

  • Commercialization Plans As soon as practicable after formation of the JCC (following Acucela’s exercise of an Opt-In Right under Section 3.1), the JCC shall prepare and approve the initial Commercialization Plan for Commercialization of the Licensed Product for the Initial Indication in the Initial Formulation (and, if applicable, any New Formulation or Other Indication Product) in the Territory. The Parties shall use Commercially Reasonable Efforts to ensure that such initial Commercialization Plan for Commercialization of the Licensed Product for the Initial Indication in the Initial Formulation is consistent with the general Commercialization Plan outline set forth in Exhibit C attached hereto and incorporated herein (the “General Commercialization Plan Outline”). The JCC shall prepare and approve a separate Commercialization Plan for Commercialization of Licensed Product for the Initial Indication in the Initial Formulation in the Territory and for Commercialization of each Other Indication Product and New Formulation (if any) in the Territory, and shall update and amend each Commercialization Plan not less than annually or more frequently as needed to take into account changed circumstances or completion, commencement or cessation of Commercialization activities not contemplated by the then-current Commercialization Plan. Amendments and revisions to the Commercialization Plan shall be reviewed and discussed, in advance, by the JCC, and Otsuka agrees to consider proposals and suggestions made by Acucela regarding amendments and revisions to the Commercialization Plan. Any amendment or revision to the Commercialization Plan that provides for an increase or decrease in the number of FTEs for any Phase 3b Clinical Trials or Post-Approval Studies as compared to the previous version of the Commercialization Plan, or that provides for addition or discontinuation of tasks or activities as compared to the previous version of the Commercialization Plan, or that moves forward the timetable for activities reflected in the Commercialization Plan, shall provide for a reasonable ramp-up or wind-down period, as applicable, to accommodate a smooth and orderly transition of Commercialization activities to the amended or revised Commercialization Plan. Each Commercialization Plan shall identify the goals of Commercialization contemplated thereunder and shall address Commercialization (including Co-Promotion) activities related to the Licensed Product (including, if applicable, any Other Indication Product), including:

  • Combination Products If a LICENSED PRODUCT is sold to any third party in combination with other products, devices, components or materials that are capable of being sold separately and are not subject to royalties hereunder (“OTHER PRODUCTS,” with the combination of products being referred to as “COMBINATION PRODUCTS” and the Other Product and Licensed Product in such Combination Product being referred to as the “COMPONENTS”), the NET SALES of such LICENSED PRODUCT included in such COMBINATION PRODUCT shall be calculated by multiplying the NET SALES of the COMBINATION PRODUCT by the fraction A/(A+B), where A is the average NET SALES price of such LICENSED PRODUCT in the relevant country, as sold separately, and B is the total average NET SALES price of all OTHER PRODUCTS in the COMBINATION PRODUCT in the relevant country, as sold separately. If, in any country, any COMPONENT is not sold separately, NET SALES for royalty determination shall be determined by the formula [C / (C+D)], where C is the aggregate average fully absorbed cost of the Licensed Product components during the prior Royalty Period and D is the aggregate average fully absorbed cost of the other essential functional components during the prior Royalty Period, with such costs being determined in accordance with generally accepted accounting principles. To the extent that any SUBLICENSE INCOME relates to a COMBINATION PRODUCT or is otherwise calculated based on the value of one or more licenses or intellectual property rights held by the COMPANY, an AFFILIATE or SUBLICENSEE, COMPANY shall determine in good faith and report to THE PARTIES the share of such payments reasonably attributable to COMPANY’s or such AFFILIATE’s sublicense of the rights granted hereunder, based upon their relative importance and proprietary protection, which portion shall be the SUBLICENSE INCOME. THE PARTIES shall have the right to dispute such sharing determination in accordance with the dispute provisions of the AGREEMENT.

  • Competitive Products Competitive Products" means products that serve the same function as, or that could be used to replace, products the Company provided to, offered to, or was in the process of developing for a present, former, or future possible customer/partner at any time during the twelve (12) months immediately preceding the last day of Participant's employment (or at any time during Participant's employment if Participant was employed for less than 12 months), with which Participant had direct responsibility for the sale or development of such products or managing those persons responsible for the sale or development of such products.

  • Additional Products Upon satisfying the minimum order requirements above, Enrolled Affiliate may order Additional Products.

  • Commercialization Intrexon shall have the right to develop and Commercialize the Reverted Products itself or with one or more Third Parties, and shall have the right, without obligation to Fibrocell, to take any such actions in connection with such activities as Intrexon (or its designee), at its discretion, deems appropriate.

  • Net Sales The term “

  • Commercialization Activities Within North America, the Parties will use Commercially Reasonable Efforts to Commercialize Licensed Products in the Field. In addition, within North America and subject to Section 2.7.6, the Parties will use Commercially Reasonable Efforts to conduct the Commercialization activities assigned to them pursuant to the Commercialization Plan/Budget, including the performance of detailing in accordance therewith. In conducting the Commercialization activities, the Parties will comply with all Applicable Laws, applicable industry professional standards and compliance policies of Celgene which have been previously furnished to Acceleron, as the same may be updated from time to time and provided to Acceleron. Neither Party shall make any claims or statements with respect to the Licensed Products that are not strictly consistent with the product labeling and the sales and marketing materials approved for use pursuant to the Commercialization Plan/Budget.

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