Licenses from Third Parties Sample Clauses

Licenses from Third Parties. Each Party shall use commercially reasonable efforts to ensure that any licenses or other rights obtained from Third Parties existing as of the Effective Date and necessary or material to the manufacture, Development, promotion or sale of Products may be licensed or sublicensed to the other Party under the licenses granted in Article 2.1 and to each Party’s Affiliates or Third Parties engaged to manufacture, Develop, promote or sell Products or Product Improvements to the extent necessary hereunder. During the Term, the Parties agree to coordinate as reasonably necessary to determine the necessity and availability of any new material Third Party licenses related to the manufacture, Development, promotion or sale of Products or Product Improvements. The Parties shall share equitably in the costs associated with obtaining and maintaining any such approved licenses.
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Licenses from Third Parties. Section 3.17(e) of the Company Disclosure Schedule lists all in-licenses of Technology or Intellectual Property Rights, other than standard, off-the-shelf Software commercially available on standard terms from third-party vendors (e.g., Microsoft Windows) that are licensed, collectively and in the aggregate, for a license fee of no more than $100,000 (collectively “Inbound License Agreements”), true, correct, and complete copies of which have been provided to Parent, indicating for each the title and the parties thereto and the Intellectual Property Rights licensed thereunder.
Licenses from Third Parties. Company shall be responsible for (a) procuring license rights from Third Parties which are necessary or appropriate for the use of all Assays, Targets and associated materials provided by Company for use in the Research Collaboration, and (b) the payment of any amount due Third Parties under such licenses.
Licenses from Third Parties. If ZGEN licenses, or has licensed, ZGEN Enabling Technology from a Third Party, ZGEN will notify Serono of any such licenses, and at the request of Serono and where permitted [ * ] Confidential Treatment Requested
Licenses from Third Parties. If ZGEN licenses, or has licensed, ZGEN Enabling Technology from a Third Party, ZGEN will notify Merck Serono of any such licenses, and at the request of Merck Serono and where permitted by the Third Party Agreement, ZGEN will sublicense such rights to Merck Serono for the sole purpose of evaluating the therapeutic utility of the proteins expressed by the Gene and performing Research Tasks or research pursuant to Section 3.2.3 relating to the Gene; provided that [ * ] in connection with acquiring or exercising the sublicensed rights, which [ * ] if incurred in connection with the performance of Research Tasks. ZGEN shall be deemed not to Control the applicable ZGEN Enabling Technology contemplated by this Section 7.4 until [ * ] under this Section 7.4.
Licenses from Third Parties. The license granted under Section 2.1 (License of Rights) includes all economic rights and licenses granted to the Parties by Third Parties to the extent those rights relate to the development and/or use of the Products and may be sublicensed to the Parties.
Licenses from Third Parties. If MTPC enters into a license with a Third Party for rights under a Patent or other rights in the absence of which MTPC, its Affiliates, or Sublicensees could not legally [*] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE THE INFORMATION (I) IS NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. (including, without infringing the Intellectual Property of any Third Party) Develop, Commercialize or Final Manufacture the Viela Compound and/or a Product in the Field in the Territory, MTPC may subtract from the amounts payable to Viela pursuant to Section 6.5, [***] of the amounts that MTPC actually paid to such Third Party pursuant to such license (“MTPC Third Party Payments”). MTPC will promptly notify Viela in writing upon becoming aware of its obligation to make any MTPC Third Party Payments that it intendeds to subtract from amounts payable to Viela pursuant to this Section 6.7.2, such notice to include the details of such MTPC Third Party Payments.
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Licenses from Third Parties. If Ajinomoto enters into an agreement with a Third Party to obtain a license under a Patent Right or other right in the absence of which Ajinomoto, its Affiliates, or Sublicensees could not legally (including, without infringing any Third Party Patent Rights) Develop, Manufacture or Commercialize the Albireo Compound and/or a Product in the Field in the Territory, Ajinomoto may subtract from the royalties set forth in Section 5.3 [***] percent ([***]%) of the amount that Ajinomoto paid to such Third Party pursuant to such agreement; provided, however, that the royalties shall not be reduced to less than [***] percent ([***]%) of the amount that would otherwise be due under Section 5.3.1. Notwithstanding the foregoing, under no circumstances shall the aggregate royalty rate so calculated under Sections 5.3.2(c) and 5.3.2(d) be reduced to [***] of the amount that would otherwise be due under Section 5.3.1.
Licenses from Third Parties 

Related to Licenses from Third Parties

  • RECOVERY FROM THIRD PARTIES When an employee disability arises in circumstances which involve a claim against a Third Party, the employee agrees to include in his/her Statement of Claim, the total amount of I.P.P. benefits which have been paid to him/her in respect of the disability. In the event that recovery is made, the employee agrees to repay to the Employer the full amount of the recovery made in respect of IPP benefits.

  • Assignment; Third Parties Neither the Executive nor the Company may assign, transfer, pledge, hypothecate, encumber or otherwise dispose of this Agreement or any of his or its respective rights or obligations hereunder, without the prior written consent of the other. The parties agree and acknowledge that each of the Companies and the stockholders and investors therein are intended to be third party beneficiaries of, and have rights and interests in respect of, Executive’s agreements set forth in Sections 7, 8 and 9.

  • No Third Parties Nothing in this Agreement is intended to, nor shall it confer any rights on a third party.

  • Use of Third Parties Except as may be expressly agreed to in writing by the State Entity, Contractor shall not subcontract, assign, delegate or otherwise permit anyone other than Contractor or Contractor's personnel to perform any of Contractor's obligations under this Contract or any of the work subsequently assigned under this Contract. No subcontract which Contractor enters into with respect to performance of obligations or work assigned under the Contract shall in any way relieve Contractor of any responsibility, obligation or liability under this Contract and for the acts and omissions of all subcontractors, agents, and employees. All restrictions, obligations and responsibilities of the Contractor under the Contract shall also apply to the subcontractors. Any contract with a subcontractor must also preserve the rights of the State Entity. The State Entity shall have the right to request the removal of a subcontractor from the Contract for good cause.

  • Sales to Third Parties Material purchased from the Joint Property by third parties shall be credited by Operator to the Joint Account at the net amount collected by Operator from the buyer. If the sales price is less than that determined in accordance with the procedure set forth in Section 5.2, then approval by the Operating Committee shall be required prior to the sale. Any claims by the buyer for defective materials or otherwise shall be charged back to the Joint Account if and when paid by Operator.

  • No Rights in Third Parties This Agreement does not create any rights in, or inure to the benefit of, any third party except as expressly provided herein.

  • Unaffiliated Third Parties Nothing herein shall impose any duty upon the Transfer Agent in connection with or make the Transfer Agent liable for the actions or omissions to act of unaffiliated third parties such as, by way of example and not limitation, airborne services, the U.S. mails and telecommunication companies, provided, if the Transfer Agent selected such company, the Transfer Agent shall have exercised due care in selecting the same.

  • Contracts (Rights of Third Parties ACT 1999 A person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Xxx 0000 to enforce any term of this Agreement, but this does not affect any right or remedy of a third party which exists or is available apart from that Act.

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