Existing Patent Rights. (a) All Patent Rights contained in the Licensed Technology existing as of the Effective Date that are issued or subject to a pending application for issuance (the “Existing Patents”) are listed on Exhibit E and all such Existing Patents are, as of the Effective Date: (i) to the extent issued (unless otherwise indicated on Exhibit E), subsisting and, to Dicerna’s knowledge, not invalid or unenforceable; (ii) except for the Blocked Targets or as may be otherwise set forth in the Blocked Target List, solely and exclusively owned or exclusively licensed to Dicerna US or Dicerna Cayman in the Field in the Territory, free of any encumbrance, lien or claim of ownership by any Third Party; (iii) to the extent subject to a pending application for issuance, being prosecuted in the respective patent offices in which such applications have been filed in accordance with Applicable Law and Dicerna’s ordinary patent prosecution practices and Dicerna and its Affiliates have presented all relevant references, documents and information of which it and the inventors are aware and which is advisable based on advice from patent counsel to the relevant patent examiner at the relevant patent office; and (iv) filed and maintained properly and all applicable fees applicable thereto have been paid on or before the due date for payment. (b) As of the Effective Date, neither Dicerna nor any of its Affiliates have taken any action that would render any Invention claimed in the issued Existing Patents unpatentable. (c) The Existing Patents represent all Patent Rights owned or Controlled by Xxxxxxx US or Dicerna Cayman or their Affiliates as of the Effective Date that are necessary or reasonably useful to the Research, Development, manufacture (including to formulate) or Commercialization of the Compounds and Products as known to be contemplated by this Agreement as of the Effective Date. To Dicerna’s knowledge, as of the Effective Date, no rights or licenses are required under any Patent Rights or Know-How for Lilly to Research, Develop, manufacture (including to formulate) or Commercialize the Products as contemplated herein as of the Effective Date other than those granted under Section 7.1. (d) Except to the extent related to the Blocked Targets, there are no licenses or other rights granted to Third Parties regarding any Licensed Technology (or that would cause Patent Rights or Know-How to fail to be Licensed Technology by depriving Dicerna of Control) in the Field, to which Dicerna or its Affiliate is a party.
Appears in 2 contracts
Samples: Collaboration and Licensing Agreement, Collaboration and License Agreement (Dicerna Pharmaceuticals Inc)
Existing Patent Rights. (a) All Patent Rights contained in the Licensed Technology existing as of the Effective Date that are issued or subject to a pending application for issuance (the “Existing Patents”) Patents are listed on Exhibit E and all such Existing Patents are, as of the Effective Date: (i) to the extent issued (unless otherwise indicated on Exhibit E), subsisting and, to Dicerna’s knowledge, not invalid or unenforceablesubsisting; (ii) except for the Blocked Targets or as may be otherwise set forth in the Blocked Target List, solely and exclusively owned or exclusively licensed to Dicerna US or Dicerna Cayman Centrexion, and, but for as set forth in the Field in the TerritoryBI Agreement, free of any encumbrance, lien or claim of ownership by any Third Party; (iii) to the extent subject to a pending application for issuance, being diligently prosecuted in the respective patent offices in which such applications have been filed in accordance with Applicable Law and Dicerna’s ordinary patent prosecution practices and Dicerna Centrexion and its Affiliates have presented all relevant references, documents and information of which it and the inventors are is aware and which is advisable based on advice from patent counsel to the relevant patent examiner at each relevant patent office having a duty of disclosure; (iv) to Centrexion’s Knowledge, to the extent subject to a pending application for issuance, the inventors have presented all relevant references, documents and information of which they are aware to the relevant patent officeexaminer at each relevant patent office having a duty of disclosure; and (ivv) filed and maintained properly and correctly and all applicable fees applicable thereto have been paid on or before the due date for payment. To Centrexion’s Knowledge, all Existing Patents are valid and enforceable.
(b) As of the Effective Date, neither Dicerna Neither Centrexion nor any of its Affiliates have taken any action that would render any Invention claimed in the issued Existing Patents unpatentable.
(c) The Existing Patents represent all Patent Rights owned or Controlled by Xxxxxxx US or Dicerna Cayman or their Affiliates as of the Effective Date Centrexion that are necessary or reasonably useful relate to the ResearchLicensed Patent Rights or the exploitation thereof, Development, manufacture (including to formulate) or Commercialization of the Compounds and Products as known to be contemplated by this Agreement as of the Effective Date. To Dicerna’s knowledge, as of the Effective Date, There are no rights or licenses are required under any Patent Rights related to the Licensed Technology owned or Know-How for Lilly purported to Research, Develop, manufacture (including to formulate) or Commercialize the Products as contemplated herein as of the Effective Date other than those granted under Section 7.1be owned by Centrexion that Centrexion does not Control.
(d) Except to Other than the extent related to the Blocked TargetsBII Agreement, there are no licenses license or other rights granted to agreements with Third Parties regarding any Licensed Technology (or that would cause Patent Rights or Know-How to fail to be Licensed Technology by depriving Dicerna of Control) in the FieldTechnology, to which Dicerna Centrexion or its Affiliate is a party.
Appears in 1 contract
Samples: Collaboration and License Agreement (Centrexion Therapeutics Corp)
Existing Patent Rights. (a) All Patent Rights contained in the Licensed Technology existing as of the Effective Signing Date that are issued or subject to a pending application for issuance (the “Existing Patents”) are listed on Exhibit E and all such Existing Patents are, as of the Effective Signing Date: (i) to the extent issued (unless otherwise indicated on Exhibit E), subsisting and, to Dicerna’s knowledge, not invalid or unenforceable; (ii) except for the Blocked Targets or as may be otherwise set forth in Targets subject to the Blocked Target ListExcluded Field due to the exclusivity obligations granted under the Lilly Agreement, solely and exclusively owned or exclusively licensed to Dicerna US or Dicerna Cayman in the Field in the Territory, free of any encumbrance, lien or claim of ownership by any Third Party; (iii) to the extent subject to a pending application for issuance, being prosecuted in the respective patent offices in which such applications have been filed in accordance with Applicable Law and Dicerna’s ordinary patent prosecution practices and Dicerna and its Affiliates have presented all relevant references, documents and information of which it and the inventors are aware and which is advisable based on advice from patent counsel to the relevant patent examiner at the relevant patent office; and (iv) filed and maintained properly and all applicable fees applicable thereto have been paid on or before the due date for payment.
(b) As of the Effective Signing Date, to Dicerna’s Knowledge, neither Dicerna nor any of its Affiliates have taken any action that would render any Invention claimed in the issued Existing Patents unpatentable.
(c) The Existing Patents represent all Patent Rights owned or Controlled by Xxxxxxx US or Dicerna Cayman or their Affiliates as of the Effective Signing Date that are necessary or reasonably useful to for the Research, Development, manufacture (including to formulate) or Commercialization of the Compounds and Products as known to be contemplated by this Agreement as of the Effective Signing Date. To Dicerna’s knowledge, as of the Effective Signing Date, no rights or licenses are required under any Third Party Patent Rights or Know-How for Lilly Novo to Research, Develop, manufacture Manufacture (including to formulate) or Commercialize the Products as contemplated herein as of the Effective Signing Date other than those granted under Section 7.1.
(d) Except to the extent related to the Blocked Targets, there are There is no licenses license or other rights right granted by Dicerna or any of its Affiliates to any Third Parties regarding Party, or any Licensed Technology (agreement with a Third Party to which Dicerna or any of its Affiliates is a party, that would cause any Patent Rights Right or Know-How generated by or on behalf of Dicerna or any of its Affiliates in the conduct of activities under this Agreement to fail to be Licensed Technology by depriving Dicerna of Control) Control of such Patent Right or Know-How in the Field, to which Dicerna or its Affiliate is a party.
Appears in 1 contract
Samples: Collaboration and License Agreement (Dicerna Pharmaceuticals Inc)