Joint Agreement IP Sample Clauses

Joint Agreement IP. As between the Parties, the Parties shall each own an equal, undivided interest in and to any Agreement IP other than Compound Agreement IP or DRP Biomarker Agreement IP that is conceived, discovered, developed or otherwise made jointly by or on behalf of R-Pharm or its Affiliates and its and their agents and subcontractors, on the one hand, and OV or its Affiliates, permitted sublicensees and its and their agents and subcontractors, on the other hand (“Joint Agreement IP”). Each Party shall promptly disclose to the other Party any Joint Agreement IP of which it becomes aware. Each Party shall have the right to make, have made, use, sell, offer for sale, import and otherwise exploit the Joint Agreement IP without the consent of or accounting to the other Party, subject to the exclusive license grants contemplated in this Agreement.
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Joint Agreement IP. Subject to any rights or licenses expressly granted by one Party to the other Party under this Agreement (including the licenses granted to GSK under Section 2.1.1 and Section 2.1.2), the Parties shall jointly own, on an equal and undivided basis, including all rights, title and interest in and to any and all: (a) New Arising Know-How that is discovered, developed, generated, invented, derived, created, conceived or reduced to practice jointly by or on behalf of (i) one (1) or more Personnel of GSK (or any of its Affiliates, licensees, sublicensees or subcontractors), on the one hand, and (ii) one (1) or more Personnel of Arrowhead (or any of its Affiliates, licensees, sublicensees or subcontractors), on the other hand, but excluding any New [***] Know-How (such New Arising Know-How set forth in this Section 8.2.5(a), together with any Existing Inventions jointly owned by Arrowhead and GSK (as the permitted assignee of Xxxxxxx under this Agreement), collectively, the “Joint Agreement Know-How”); and (b) (i) Existing Joint Agreement Patent Rights and (ii) Agreement Patent Rights that claim any Joint Agreement Know-How (the “Joint Agreement Patent Rights”). 8.2.6
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Related to Joint Agreement IP

  • 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.

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

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

  • 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:

  • 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.

  • Development Agreement That certain Development Agreement dated of even date herewith by and between the Company and Developer providing for the development of the Project on the Property, a copy of which is attached hereto as Exhibit C and incorporated herein by reference. Development Fee. As described in Section 6.8.

  • 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.

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

  • Third Party Standstill Agreements During the period from the date of this Agreement through the Effective Time, the Company shall not terminate, amend, modify or waive any provision of any confidentiality or standstill agreement to which the Company or any of its Subsidiaries is a party (other than any involving Parent). During such period, the Company agrees to enforce, to the fullest extent permitted under applicable law, the provisions of any such agreements, including, but not limited to, obtaining injunctions to prevent any breaches of such agreements and to enforce specifically the terms and provisions thereof in any court of the United States or any state thereof having jurisdiction.

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