Common use of Controlled IP Clause in Contracts

Controlled IP. Subject to Section 2.7, if, after the Effective Date, either Party enters into an agreement or other arrangement to obtain a license or other rights to or under Information or Patents that are owned or controlled by a Third Party and that would, solely but for the operation of Section 1.19(b), in the case of Onconova be included in the Onconova Information or Onconova Patents or, in the case of Xxxxxx, be included in the Xxxxxx Information or Xxxxxx Patents, then the Party obtaining such license or rights shall promptly notify the other Party and shall specify in such notice the type and amount of payments that would be due to such Third Party by reason of the practice or use of, or access to, such Information or Patents by the other Party pursuant to the license set forth in Section 2.1 or 2.2, as applicable (but not by reason of the practice or use of, or access to, such Information or Patents outside the scope of such license). The Party receiving such notice may elect in writing to bear the responsibility for such additional payments, and upon such receiving Party’s written election to bear such responsibility, the Information or Patents as applicable, shall thereafter be deemed “Controlled” by the Party originally obtaining such license or rights (notwithstanding Section 1.19(b)), and shall be subject to the license under Section 2.1 or 2.2, as applicable.

Controlled IP. Subject to Section 2.79.3.2, if, after the Effective Date, either Party enters into an agreement or other arrangement to obtain a license or other rights to or under Information or Patents that are owned or controlled by a Third Party and that would, solely but for the operation of Section 1.19(b)subsection (b) of the definition of Control, in the case of Onconova CTI be included in the Onconova CTI Information or Onconova CTI Patents or, in the case of Xxxxxx, be included in the Xxxxxx Information or Xxxxxx Patents, then the Party obtaining such license or rights shall promptly notify the other Party and shall specify in such notice the type and amount of payments that would be due to such Third Party by reason of the practice or use of, or access to, such Information or Patents by the other Party pursuant to the license set forth in Section 2.1 or Section 2.2, as applicable (but not by reason of the practice or use of, or access to, such Information or Patents outside the scope of such license). The Party receiving such notice may elect in writing to bear the responsibility for such additional payments, and upon such receiving Party’s written election to bear such responsibility, the Information or Patents as applicable, shall thereafter be deemed “Controlled” by the Party originally obtaining such license or rights (notwithstanding Section 1.19(b)subsection (b) of the definition of Control), and shall be subject to the license under Section 2.1 or 2.2, as applicable.