GNE Product License Agreement Sample Clauses

GNE Product License Agreement. Within [*] of GNE's receipt of the XT Product License with respect to a particular GNE Program Antigen, ABX and GNE shall enter into the GNE Product License Agreement with regard to such GNE Program Antigen. If GNE fails to timely pay to ABX the License Fee set forth in Section 4.1.6 (subject to any applicable cure provision), then (a) the applicable GNE Product License Agreement shall terminate and ABX shall have no further obligation to GNE regarding such GNE Product License Agreement and (b) ABX shall be entitled, in its sole discretion, to exercise ABX's rights under the Xenotech Agreement and enter into the XT Product License for the GNE Program Antigen on its own behalf or on behalf of a third party without further obligation to GNE. Notwithstanding the foregoing, nothing in this Section 4.1.5 shall be implied to grant ABX a license or entitle ABX to license or make any other use of any technology, know-how, intellectual property, materials (including, without limitation, any Antibodies, Antibody Secreting Cells, Hybridomas, or Genetic Material) or data owned by GNE, ABX, owned jointly by GNE and ABX, and, in each case generated in whole or in part from ABX's or GNE's activities under this Agreement in any case without first obtaining GNE's prior written consent, except as expressly provided in this Agreement (provided that this sentence is not intended to affect ABX's rights under Section 6.6 of this Agreement). If GNE timely exercises its Option with respect to a GNE Program Antigen and ABX fails or is unable to enter into (i) an XT Product License with XT as provided in Section 4.1.2(f) within the time frame set therein or (ii) the GNE Product License Agreement with GNE (in each case, other than due to a breach of this Agreement by GNE), GNE shall be entitled to a full refund of the Evaluation Position Payment paid by GNE to ABX and all available remedies conferred on it under this Agreement and by law or in equity. In connection with the foregoing sentence, (i) it is understood that money damages would not be a sufficient remedy for GNE and GNE is entitled to specific performance and injunctive relief in addition to other available remedies [*].
AutoNDA by SimpleDocs

Related to GNE Product License Agreement

  • PATENT LICENSE AGREEMENT EXCLUSIVE PHS and Licensee agree as follows:

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • Software License Agreement McDATA agrees that all Licensed Software will be distributed to Customers subject to a Software License Agreement (including warranty statement), along with a McDATA Manual, in a manner which is (a) no less protective of BROCADE's Intellectual Property Rights in the Licensed Software than the form attached hereto as Exhibit D, and (b) legally enforceable in the jurisdictions in which the Licensed Software, as incorporated into the McDATA Products, is distributed.

  • Sublicense Agreements Sublicenses shall be granted only pursuant to written agreements, which shall be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements shall contain, among other things, provisions to the following effect:

  • Trademark License Agreement Buyer shall have executed and delivered to Sellers the Trademark License Agreement.

  • License Agreements (a) Each Borrower and Guarantor shall (i) promptly and faithfully observe and perform all of the material terms, covenants, conditions and provisions of the material License Agreements to which it is a party to be observed and performed by it, at the times set forth therein, if any, (ii) not do, permit, suffer or refrain from doing anything that could reasonably be expected to result in a default under or breach of any of the terms of any material License Agreement, (iii) not cancel, surrender, modify, amend, waive or release any material License Agreement in any material respect or any term, provision or right of the licensee thereunder in any material respect, or consent to or permit to occur any of the foregoing; except, that, subject to Section 9.19(b) below, such Borrower or Guarantor may cancel, surrender or release any material License Agreement in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor (as the case may be) shall give Agent not less than thirty (30) days prior written notice of its intention to so cancel, surrender and release any such material License Agreement, (iv) give Agent prompt written notice of any material License Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may request, (v) give Agent prompt written notice of any material breach of any obligation, or any default, by any party under any material License Agreement, and deliver to Agent (promptly upon the receipt thereof by such Borrower or Guarantor in the case of a notice to such Borrower or Guarantor and concurrently with the sending thereof in the case of a notice from such Borrower or Guarantor) a copy of each notice of default and every other notice and other communication received or delivered by such Borrower or Guarantor in connection with any material License Agreement which relates to the right of such Borrower or Guarantor to continue to use the property subject to such License Agreement, and (vi) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the material terms, covenants or provisions of any material License Agreement.

  • Supply Agreement Buyer shall have executed and delivered the Supply Agreement to the Company.

  • Patent License Licensor hereby grants to Licensee an exclusive, royalty-bearing, non-transferable license under the Licensed Patents to make, offer to sell, sell and export Licensed Products within the Field of Use and subject to the Field of Use Restrictions. This license shall not include the right to grant sublicenses.

  • Development License A non-transferable (except as provided in Section 17.1 (Assignment)), sublicensable (subject to Section 11.2.5 (Voyager Sublicense Rights)), worldwide, non-exclusive, royalty-free license under the Genzyme Technology, Genzyme Collaboration Technology and Genzyme’s interest in the Joint Collaboration Technology to (a) Develop the Split Territory Licensed Products and conduct such Split Territory Licensed Program inside and outside the Voyager Territory for Commercialization of such Split Territory Agreement Products in the Field in the Voyager Territory, and (b) Manufacture the Split Territory Licensed Products inside or outside of the Voyager Territory for the purposes of such Development, in each case (a) and (b) as and to the extent set forth in any Global Development Plan or Voyager Territory Development Plan.

  • License Terms 1. The license granted to use and have used the Licensed Marks with respect to, and in conjunction with, the manufacture, offer for sale, sale, importation, exportation, and provision of Licensed Products is non-exclusive, worldwide and royalty-free and includes the right to sublicense to Licensee’s subsidiaries and affiliates.

Time is Money Join Law Insider Premium to draft better contracts faster.