Grantback License. 3.2.1 Subject to the terms and conditions of this Agreement, Eton hereby grants to Imprimis a non-exclusive, irrevocable, perpetual, non-transferable (except in connection with a permitted assignment of this Agreement), worldwide license under the Product Supported Patent Rights for all uses, other than to develop, make, have made, use, offer for sale, sell, and import one or more Products.
3.2.2 Imprimis shall have the right to grant sublicenses, through multiple tiers, to Third Parties and Affiliates.
Grantback License. ViroPharma hereby grants to Halozyme a perpetual, royalty-free, fully paid up, nonexclusive, worldwide license under any Grantback Patents for the purpose of developing, making, using, selling, offering for sale or importing PH20 Drug *** alone or combined with any biologic or molecule, in each case other than (i) Products in the Licensed Field, or (ii) products that consist of an Exclusive Biologic combined with PH20 Drug *** that is directed to the Exclusive Field. Halozyme shall have the right to grant sublicenses under such rights to any third party provided that such third party has similarly granted to Halozyme a grantback license (with the right to sublicense to ViroPharma). If Halozyme is unable to obtain such a grantback license from any such third party, then Halozyme shall not grant a sublicense to such third party under the foregoing license grant from ViroPharma, and any such sublicense granted by Halozyme to such third party shall be void.
Grantback License. 3.1.1 Subject to the terms and conditions of this Agreement, Melt hereby grants to Imprimis an exclusive (including with respect to Melt), irrevocable, perpetual, fully paid-up, royalty-free, non-transferable (except in connection with a permitted assignment of this Agreement), worldwide license under the Assigned Patent Rights, the Product Supported Patent Rights, and the Assigned Know-How Rights for all purposes in the Imprimis Field.
3.1.2 Imprimis shall have the right to grant sublicenses, through multiple tiers, to Third Parties and Affiliates.
Grantback License. Subject to the terms and conditions of this Agreement, Buyer hereby grants to Seller a non-exclusive, perpetual, worldwide, sublicensable, royalty-free license to make, use, sell, offer for sale and import Seller Products and Seller Future Products.
Grantback License. (a) As of the Closing Date, all right, title and interest in and to the Message Inspector software (“MI Software”), among other intellectual property acquired pursuant to this Agreement, and all patents and copyrights therein are owned solely and exclusively by Buyer.
(b) For a period of four (4) years from the Closing Date, Buyer will grant to Seller a limited, personal, fully paid-up, non-transferable (except as provided below), non-exclusive license to use and modify version 4.3 of the MI Software for the sole purpose of providing support to Seller and the six (6) customers of Seller set forth on Schedule 4.4(b) hereof solely as part of the Seller’s bundled service hosted in Seller’s data centers and in no event in a stand-alone mode. Subject to Seller complying with the terms and conditions of this license, Buyer agrees and covenants (on its behalf and on behalf of its affiliated companies) not to sxx Seller or any of its affiliated companies for any cause of action or claim based upon or arising from any allegation of patent infringement arising under the following patents that are being acquired by the Buyer from Seller hereunder, to the extent the patents apply to the MI Software: 6,119,114; 6,173,298; 6,621,930B1 and 6,687,687B1.
(c) Any modifications of or updates to the MI Software created or developed by the Seller pursuant to this license automatically become the property of the Buyer and, upon reasonable request of Buyer, Seller shall allow Buyer to audit Seller’s use of the MI Software including any documentation relating to modifications and updates. Seller hereby assigns to Buyer its entire right, title and interest in and to any such updates or modifications, including any intellectual property rights relating thereto. Seller further agrees to take any and all additional actions reasonably requested by Buyer to give effect to the foregoing.
(d) The MI Software is provided by Buyer AS IS, with no express or implied warranties of any kind, which are hereby expressly disclaimed in their entirety.
(e) The Buyer shall have no obligation to maintain or support the MI Software whatsoever.
(f) The Buyer shall not be liable for any direct, indirect, consequential, incidental, special or punitive damages whatsoever in connection with the license.
(g) This license will terminate automatically if Seller fails to comply with any term or condition of this license.
(h) Seller hereby agrees to comply with all export/import control laws and regulations iss...
Grantback License. Effective as of the Closing, Philips hereby grants to Xxxxxx and its Affiliates a world-wide, royalty-free, exclusive (subject to Philips’ nonexclusive retained rights to research, develop, make, have made, use, have used, import, sell, have sold and otherwise commercialize and exploit Products in each case solely within SDOF Medical Robotics Field), irrevocable license under the Purchased Xxxxxx Patents for the lifetime of each patent right, to use and practice the Purchased Xxxxxx Patents for and in any and all activities and applications in the SDOF Medical Robotics Field, Medical Robotics Field and in any Buy Back Field for which Xxxxxx has exclusive or nonexclusive rights pursuant to Section 4.2 that Xxxxxx or its Affiliates (or any of their respective sublicensees) see fit, including, without limitation, the right to research, develop, make, have made, use, have used, import, sell, have sold, offer to sell and otherwise commercialize and exploit any Product (including software), process or service including the right to have any such Product, process or service made for it and/or its Affiliates or sold or otherwise disposed of for it or its Affiliates by third parties and to grant to Xxxx and Intuitive rights under the Purchased Xxxxxx Patents to enable the continued grant of rights with respect to the Purchased Xxxxxx Patents as set forth in the Xxxxxx-Xxxx Agreement and the Xxxxxx-Intuitive Cross License Agreement. Subject to Intuitive’s rights under the Xxxxxx-Intuitive Cross License Agreement or Xxxx’x rights under the Xxxxxx-Xxxx Agreement, with respect to the SDOF Medical Robotics Field, the foregoing license shall be sublicenseable by Xxxxxx (through one or multiple tiers) solely in connection with Xxxxxx Products, and sublicensees shall not have the right to enforce the licensed rights. Subject to Intuitive’s rights under the Xxxxxx-Intuitive Cross License Agreement or Xxxx’x rights under the Xxxxxx-Xxxx Agreement, with respect to the Medical Robotics Field outside of the SDOF Medical Robotics Field, the foregoing license shall be sublicenseable by Xxxxxx (through one or multiple tiers) in connection with any Products. To avoid doubt, (a) Xxxx has and shall have the right to sublicense (through one or multiple tiers) the Purchased Xxxxxx Patents outside the Medical Robotics Field, outside the Orthopedics Field, outside the Vascular Non-Robotic Field and outside the Endoluminal Non-Robotic Field (and within such excluded fields solely to the e...
Grantback License. Miramar hereby grants to The Foundry, and The Foundry hereby accepts a worldwide, royalty-free license under the Licensed Claims and under the Licensed Technology to make, have made, use, import, offer for sale and sell any and all services, processes or products outside Miramar’s Field. Miramar hereby grants to The Foundry, and The Foundry hereby accepts a worldwide, royalty-free license under the Licensed Claims and under the Licensed Technology to practice any and all methods included within Miramar’s Field so long as such methods are practiced solely outside Miramar’s Field. The Foundry shall, subject to the restrictions set forth herein, have the right to transfer or sublicense any of the rights provided to it by the terms of this Section 2.3(a) to any third party. In no event shall anything in this Section 2.3(a) be interpreted or construed to grant The Foundry a license to make, have made, use, import, offer for sale and sell any service, process, product or practice any method within Miramar’s Field (each, a “Miramar Product”) solely because such a service, process, product or method licensed under this Section 2.3(a) is included as a component of such Miramar Product.
Grantback License. Biogen hereby grants to C4 an irrevocable, royalty-free, fully-paid, non-exclusive, perpetual, worldwide license, with the right to sublicense through multiple tiers, under any Biogen Grantback Claims to practice any method and to make, use, sell, offer for sale or import any product other than (a) Degraders or Products or (b) any compounds or products Directed To any Collaboration Target.
Grantback License. Licensee hereby grants to LFB USA a royalty-free, non-exclusive license, with the full right to sublicense through multiple tiers, under any Know-How or Patent Rights that are improvements to the LFB USA Technology or Third Party Technology, that are Controlled by Licensee during the Term of this Agreement, and that are necessary or useful to make, have made, use, develop, sell, offer for sale, export and import products throughout the world, other than AAT Product.
Grantback License. Subject to the non-compete provisions of this Agreement set forth in Section 8.2, AstraZeneca hereby grants to Pieris a royalty-free, sublicensable, personal and non-transferable (except as set forth in Section 15.3), non-exclusive, irrevocable, fully-paid-up license under the Grantback IP for any and all uses throughout the Territory provided that, subject to the [***] grant-back license set forth in Section 2.6, such license shall exclude any right to use the Grantback IP in relation to the Lead Product, any Collaboration Product, any Lead Product Back-Up Hit and any Collaboration Product Back-Up Hit.
