Ipsen Know Sample Clauses
The "Ipsen Know" clause typically defines the scope of knowledge attributed to Ipsen, a party in the agreement, for the purposes of representations and warranties. In practice, this clause clarifies what information Ipsen is deemed to know, often limiting it to the actual knowledge of specific individuals or excluding knowledge that could only be obtained through investigation. By clearly delineating the boundaries of Ipsen's knowledge, this clause helps allocate risk and prevent disputes over whether Ipsen should have been aware of certain facts or circumstances.
Ipsen Know. How shall mean all Know-How that (A) Ipsen owns, or otherwise under which Ipsen has right to grant licenses or to give access to use, as of the Effective Date or at any time during the Term and (B) is necessary or useful to the research, Development, manufacture, marketing, promotion, use, sale, import or export of Licensed Compound or Licensed Product, including, without limitation, all data and information regarding the safety and efficacy of Licensed Compound or Licensed Product. The term “Ipsen Know-How” shall also include all Know-How in connection with Ipsen Inventions, but shall not include any Joint Inventions.