Naked Sublicense definition

Naked Sublicense means a sublicense pursuant to Section 4.4 below in which (a) the sublicensee receives a sublicense of the LICENSED SUBJECT MATTER and (b) such sublicensee does not receive any rights to pursue any LICENSEE PRODUCTS.

Naked Sublicense means a license for Double Stranded RNA that includes rights to the Isis Patent Rights that is not a license in connection with (a) a Development Collaboration or (b) a Bona Fide Drug Discovery Collaboration. A series of Naked Sublicenses to the same sublicensee or related sublicensees will be aggregated to constitute a single Naked Sublicense. For the avoidance of doubt, where this Agreement grants Alnylam exclusive rights to grant Naked Sublicenses, such exclusive rights preclude Isis from granting licenses to the Isis Patent Rights to Third Parties for Double Stranded RNA even though such license grants by Isis would technically be license grants and not sublicense grants. Licenses that do not include or involve rights to Isis Patents shall not constitute Naked Sublicenses.

Naked Sublicense means a transaction in which all or substantially all of Genevant’s and its Subsidiaries’ collective contributions or anticipated contributions are or will be in the form of the grant by the Company of sublicenses to the Licensed Intellectual Property.

Examples of Naked Sublicense in a sentence

Any sublicense granted by Alnylam or ISIS to a Third Party infringer shall be regarded and treated as a Naked Sublicense under this Agreement.
Any BioTime/ESI Naked Sublicense granted to a Named Affiliate during the one-year period following the Effective Date shall remain in effect notwithstanding whether the Named Affiliate subsequently (i.e., after the one-year period following the Effective Date) is no longer a Named Affiliate.
Each time Alnylam enters into a collaboration or license agreement pursuant to which Alnylam grants a sublicense under the Isis Patent Rights to a Third Party that only relates to Double Stranded RNA (an “Isis IP Sublicense”), the CEO of Isis and the CEO of Alnylam will mutually discuss and agree in writing upon a good faith determination as to whether such Isis IP Sublicense is a Naked Sublicense or a Bona Fide Discovery Collaboration or Development Collaboration or Bona Fide Third Party Collaboration.
Concurrently with the making of such reports, Maxygen shall pay to Zeneca all royalties due and any Downstream Income and payments from any Naked Sublicense.
The buying rates of exchange for converting the currencies involved into the currency of the United States quoted by the Financial Times (or its successor in interest) on the last business day of the quarterly period in which the royalties and Naked Sublicense payments and Downstream Income were earned shall be used to determine any such conversion.

More Definitions of Naked Sublicense

Naked Sublicense. Naked Sublicense shall mean any license or sublicense of intellectual property granted by a Party or a Subsidiary to a third party other than a license or sublicense which is granted as part of a bona fide research, development, manufacturing or commercialization collaboration between the Party or a Subsidiary and the third party (it being agreed by the Parties that the definition of the term "collaboration" in this Section 1.20 shall not be interpreted by reference to the definition of collaboration used in Section 1.12). For purposes of this definition, a bona fide research, development, manufacturing or commercialization collaboration may include collaborative research and discovery, including without limitation gene functionalization and target validation.

Naked Sublicense means a license for Double Stranded RNA that includes rights to the Isis Patent Rights that is not a license in connection with

Naked Sublicense means a license or sublicense granted by ---------------- Zeneca to a Third Party in which such Third Party receives only forbearance from suit from Zeneca with respect to the use of a Shuffled Gene to make, use, import or sell a Zeneca Product. It is understood and agreed that a Naked Sublicense shall not include a license or other right to use any other intellectual property or technology owned or Controlled by Zeneca or its Affiliates (e.g., germplasm) or forbearance from suit with respect to use of such intellectual property or technology.

Naked Sublicense means a license for Double Stranded RNA that includes rights to the Isis Patent Rights that is not a license in connection with (a) a Development Collaboration or (b) a Bona Fide Discovery Collaboration or (c) a Bona Fide Third Party Collaboration. A series of Naked Sublicenses to the same sublicensee or related sublicensees will be aggregated to constitute a single Naked Sublicense. For the avoidance of doubt, where this Agreement grants Alnylam exclusive rights to grant Naked Sublicenses, such exclusive rights preclude Isis from granting licenses to the Isis Patent Rights to Third Parties for Double Stranded RNA that are not Isis Products for which Isis has exercised its option under Section 6.2 even though such license grants by Isis would technically be license grants and not sublicense grants. Licenses that do not include or involve rights to Isis Patent Rights shall not constitute Naked Sublicenses.

Naked Sublicense means a sublicense to a Third Party that [***].

Naked Sublicense means a sublicense under the license granted under Section 7.4(b)(ii) that is granted by Medarex without the grant of a license under any other patent applications or patents owned or licensed by Medarex. “Combined Sublicense” shall mean a sublicense under the license granted in Section 7.4(b)(ii) that is granted by Medarex in connection with the grant of a license under any other patent applications or patents owned or licensed by Medarex. The percentage rates set forth in the above table shall not be cumulative, and Medarex shall share with IDM Net Revenues calculated based on the highest percentage rate listed in the above table that may apply to a particular sublicense transaction.

Naked Sublicense means a license or sublicense that is under the FOSSL IP to a Third Party in a transaction [***]. Each Naked License and Naked Sublicense granted by Philips must be consistent with the terms and conditions of this Agreement, including Articles 3 and 13, and the SPE-Philips Agreement (as applicable). For the avoidance of doubt, only Philips may grant Naked Licenses or Naked Sublicenses hereunder. Xxxxxx and the SPE are not entitled to grant a Naked License or Naked Sublicense relating to any FOSSL IP to any Third Party in the Licensed Fields except as set forth in this Agreement and the SPE-Philips Agreement. [***]