Exploitation definition
Examples of Exploitation in a sentence
The InnoCare IP hereunder includes all of the Intellectual Property Rights owned or in-licensed by InnoCare or its Affiliates that are necessary or useful, for the Development, Manufacture and Commercialization or other Exploitation of the Licensed Compounds or Licensed Products in the Licensed Field in the Zenas Territory.
There are no existing or pending claims, judgments or settlements against InnoCare, or to InnoCare’s Knowledge, threatened that InnoCare’s Development, Manufacture, Commercialization or other Exploitation of Licensed Compounds and Licensed Products or the use or practice of the InnoCare Know-How and InnoCare Patent Rights therefor has, does or would infringe, violate or misappropriate the rights of any Third Party, including any Third Party Intellectual Property Rights.
All employees and agents of, and consultants to, InnoCare who have been or are involved in the Exploitation of the Licensed Compounds and Licensed Products in the Licensed Field are obligated to assign to InnoCare their rights in and to any inventions arising out of their work at InnoCare either pursuant to written agreement or by operation of law.
To InnoCare’s Knowledge, use of the InnoCare Know-How and InnoCare Patent Rights by Zenas in accordance with the terms of this Agreement for the Development, Manufacturing or Commercialization or other Exploitation of Licensed Compounds and Licensed Products (as single agent and not Combination Products) in the applicable Licensed Field does not infringe on, misappropriate or violate the rights of any Third Party, including any Third Party Intellectual Property Rights.
In the event that a Party or any of its Affiliates undergoes a Change of Control with a Third Party (an “Acquirer”), the restrictions set forth in Section 2.5.1 (Mutual Exclusivity) shall not apply to (a) any Development, Manufacture, Commercialization or otherwise Exploitation of any Competing Product that would otherwise constitute a breach of Section 2.5.1 (Mutual Exclusivity) (collectively, “Competing Activities”) [***].