Licensed Know-How definition

Licensed Know-How means all Know-How that (a) is Controlled by Pfizer or any of its Affiliates as of the effective date of the Pfizer-MPP Agreement, (b) directly relates to the use of the Compound, Product or Licensed Product in the Field, and (c) is not in the public domain or otherwise generally known. For the avoidance of doubt, (i) Licensed Know-How shall not include any Know-How to the extent solely and directly related to any other Pfizer compound or to the extent related to the use of the Compound, Product or Licensed Product outside the Field and (ii) Licensed Know-How includes only that Know-How, designated by Pfizer in its sole discretion, necessary for the manufacture, registration and commercialization of the Compound and/or Licensed Product for use in the Field. For the avoidance of doubt, Licensed Know-How excludes any Know-How related to ritonavir that has been (either as of the Effective Date or at any time during the term of this Agreement) in-licensed by Pfizer from any Third Party.

Licensed Know-How means any and all technical information, processes, compositions, formulae, data, engineering, materials, reports, analyses, know-how, trade secrets and other subject matter (i) owned by, or subject to an obligation to assign to, the Institute; and (ii) necessary or useful for the development, manufacture, use and/or commercialization of the Licensed Products in the Field; and (iii) documented in the laboratory notebooks identified on Appendix B.

Licensed Know-How means University knowledge or intangible work that: (a) was developed in the laboratory of Principal Investigator, (b) exists as of the Effective Date, (c) is relevant to utilizing any of the Licensed Patents or Licensed Copyrights, (d) is unpublished, (e) is not subject to patent or copyright protection, and (f) is not covered by Third Party rights that would prevent delivery to Company.

Examples of Licensed Know-How in a sentence

• Licensee will keep Licensed Know-How confidential subject to Section 13.1 of this Agreement.

• For clarity, licenses granted under Sections 2.1 and 2.2 of this Agreement do not include a license to processes or procedures for the manufacture, production, packaging, labeling, warehousing, and quality control testing of the Compound, Product and/or the Licensed Product that are not expressly included in the Patents and/or Licensed Know-How.

• Pfizer will have the sole right (but not the obligation), at its own expense, to control enforcement and defense of the Patents and Licensed Know-How against any Third Party infringement or action, as applicable.

• The licenses granted under Sections 2.1 and 2.2 of this Agreement do not include a license to other intellectual property rights that Pfizer may possess with respect to the Compound, Product and/or the Licensed Product, other than the Patents and Licensed Know-How, as expressly provided herein.

• Notwithstanding anything to the contrary herein, Licensee acknowledges that the licenses granted under this Section 2 are granted solely under and with respect to the Patents and Licensed Know-How for the sole purpose of final supply of the Licensed Products in the Territory.

More Definitions of Licensed Know-How

Licensed Know-How means any Know-How that is necessary or useful for the Development, Manufacture or Commercialization of Product in the Field of Use in the Territory and that is Controlled by POZEN or any of its Affiliates as of the Effective Date or during the Term.

Licensed Know-How means [***].

Licensed Know-How means (i) with respect to the licenses granted to MatCo or the MatCo Licensees, as applicable, hereunder, the AgCo Licensed Know-How and the Know-How licensed under Sections 2.3(b) and 2.4 hereof, and (ii) with respect to the licenses granted to AgCo or the AgCo Licensees, as applicable, hereunder, the MatCo Licensed Know-How and the Know-How licensed under Section 2.3(a) hereof.

Licensed Know-How means all Know-How Controlled by the Licensor on the Effective Date or during the Term that is necessary or useful for the Development, manufacture or commercialization of the Licensed Products, including the Licensed Data, any Know-How that is solely and exclusively related to the Licensed Patent Rights and all Know-How that is Controlled by the Licensor pursuant to the Xxxxxx License Agreement.

Licensed Know-How means [ * ].

Licensed Know-How means (a) the Exclusive Licensed Know-How and (b) the Non-Exclusive Licensed Know-How.

Licensed Know-How means (a) the know-how actually transferred to Licensee pursuant to the terms of Section 5.4 and (b) any other improvements or modifications to such transferred know-how (x) that are (i) specific to API and (ii) developed and controlled by Gilead during the term of this Agreement, and (y) specifically excluding any such improvements and modifications, methods and other know-how claimed in any patent or patent application.