Common use of Section 365(n) of the Bankruptcy Code Clause in Contracts

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 39 contracts

Samples: Exclusive License Agreement (BioAge Labs, Inc.), Exclusive License Agreement (BioAge Labs, Inc.), Collaboration and License Agreement (Kezar Life Sciences, Inc.)

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Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunderCode. The Parties Each Party shall retain and may fully exercise all of their respective its rights and elections under the U.S. Bankruptcy CodeCode or equivalent legislation in any other jurisdiction. Upon the bankruptcy of any either Party, the non-bankrupt other Party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt such other Party, unless the bankrupt Party in bankruptcy elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 8 contracts

Samples: License Agreement (Eiger BioPharmaceuticals, Inc.), License Agreement (Cerecor Inc.), Exclusive Patent And (Cerecor Inc.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, are and shall otherwise be deemed to be, be for purposes of Section 365(n) of the U.S. Bankruptcy Code, Code licenses of rights to of “intellectual property” as defined under in Section 101(35A) of the U.S. United States Bankruptcy Code to (Title 11, U.S.C.), as amended (the extent permitted thereunder“Bankruptcy Code”). The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any a Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (of, or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 5 contracts

Samples: It 101 Agreement, Platform Agreement (Cerulean Pharma Inc.), It 101 Agreement (Cerulean Pharma Inc.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement. All rights granted to either Party under this Agreement shall be deemed to exist immediately before the occurrence of any bankruptcy case in which the other Party is the debtor.

Appears in 4 contracts

Samples: Collaboration and License Agreement (CytomX Therapeutics, Inc.), Collaboration and License Agreement (CytomX Therapeutics, Inc.), Collaboration and License Agreement (Aerie Pharmaceuticals Inc)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party Parties shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt PartyParties, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 3 contracts

Samples: Development and Commercialization Agreement (Array Biopharma Inc), Development and Commercialization Agreement (Oncothyreon Inc.), Collaboration and License Agreement (Array Biopharma Inc)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section Section of this Agreement are, are and shall otherwise be deemed to be, be for purposes of Section section 365(n) of Title 11, of the U.S. United States Code (the “Bankruptcy Code, ”) licenses of rights to “intellectual property” as defined under Section 101(35Ain section 101(56) of the U.S. Bankruptcy Code to the extent permitted thereunderCode. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (of, or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 2 contracts

Samples: License Agreement (Dusa Pharmaceuticals Inc), Settlement Agreement and Mutual Release (Dusa Pharmaceuticals Inc)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 2 contracts

Samples: License Agreement (Arcus Biosciences, Inc.), License Agreement (Arcus Biosciences, Inc.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement. [*]= Certain confidential information contained in this document, marked by brackets, is omitted because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed.

Appears in 1 contract

Samples: Exclusive License Agreement (Atara Biotherapeutics, Inc.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to "intellectual property" as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: Exclusive License Agreement (Cytrx Corp)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, are and shall otherwise be deemed to be, be for purposes of Section 365(n) of the United States Bankruptcy Code (Title 11, U.S. Code), as amended (the “Bankruptcy Code”), licenses of rights to “intellectual property” as defined under in Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunderCode. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (of, or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: License Agreement (Altimmune, Inc.)

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Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt non­bankrupt Party shall further be entitled to a complete duplicate of (or complete access to, as appropriateapprop1iate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: Research Collaboration and License Agreement (Arcturus Therapeutics Ltd.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunderCode. The Parties Each Party shall retain and may fully exercise all of their respective its rights and elections under the U.S. Bankruptcy CodeCode or equivalent legislation in any other jurisdiction. Upon the bankruptcy of any either Party, the non-bankrupt other Party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual propertyproperty for which a license has been granted to such Party hereunder, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt such other Party, unless the bankrupt Party in bankruptcy elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: Assignment and License Agreement (BioSig Technologies, Inc.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be [****] DESIGNATES PORTIONS OF THIS DOCUMENT THAT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED SEPARATELY WITH THE COMMISSION entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: License and Research Agreement (Alpine Immune Sciences, Inc.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, are and shall otherwise be deemed to be, be for purposes of Section 365(n) of the U.S. United States Bankruptcy Code, Code licenses of rights to of “intellectual property” as defined under in Section 101(35A) of the U.S. United States Bankruptcy Code to the extent permitted thereunderCode. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. United States Bankruptcy Code. Upon the bankruptcy Event of any Bankruptcy of a Party, the non-bankrupt Party party shall further be entitled to a complete duplicate of (of, or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Partyparty, unless the bankrupt Party party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: And License Agreement (Combinatorx, Inc)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section Section of this Agreement are, are and shall otherwise be deemed to be, be for purposes of Section 365(n) of Title 11, of the U.S. United States Code (the “Bankruptcy Code, ”) licenses of rights to “intellectual property” as defined under in Section 101(35A101(56) of the U.S. Bankruptcy Code to the extent permitted thereunderCode. The Parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Party, the non-bankrupt Party shall further be entitled to a complete duplicate of (of, or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Party, unless the bankrupt Party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: Commercialization Agreement (Aratana Therapeutics, Inc.)

Section 365(n) of the Bankruptcy Code. All rights and licenses granted under or pursuant to any section of this Agreement are, and shall otherwise be deemed to be, for purposes of Section 365(n) of the U.S. Bankruptcy Code, licenses of rights to “intellectual property” as defined under Section 101(35Al O l (35A) of the U.S. Bankruptcy Code to the extent permitted thereunder. The Parties parties shall retain and may fully exercise all of their respective rights and elections under the U.S. Bankruptcy Code. Upon the bankruptcy of any Partyparty, the non-bankrupt Party party shall further be entitled to a complete duplicate of (or complete access to, as appropriate) any such intellectual property, and such, if not already in its possession, shall be promptly delivered to the non-bankrupt Partyparty, unless the bankrupt Party party elects to continue, and continues, to perform all of its obligations under this Agreement.

Appears in 1 contract

Samples: License Agreement (Sunesis Pharmaceuticals Inc)

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