Lonza Technology Sample Clauses

Lonza Technology. Notwithstanding the foregoing, Aevi acknowledges that Lonza does not permit tiered sublicensing of its technology. With respect to the Lonza Technology and activities contemplated by Section 2.6, Aevi will negotiate with Lonza in an attempt to obtain Lonza’s agreement to (a) perform the activities contemplated by Section 2.6 on behalf of Aevi under terms acceptable to Aevi, it being understood that such terms include, but are not limited to, price, facility and resource availability and commitments for commercial scale manufacturing using Aevi’s preferred technology platform (the “Aevi Lonza Supply Agreement”) or (b) license the Lonza Technology directly to Aevi, including the right to sublicense to another contract manufacturer such that such contract manufacturer can perform the activities contemplated by Section 2.6 on behalf of Aevi as well as commercial supply (the “Aevi Lonza Plan A/B License Agreement”). If such negotiations do not result in a mutually agreed upon Aevi Lonza Supply Agreement or Aevi Lonza Plan A/B License Agreement, then (***); provided that, if the terms of the proposed Aevi Lonza Plan A/B License Agreement do not require (i) upfront payments or milestone payments payable by Aevi to Lonza in excess of (***) and (ii) royalties and annual fees (for using a contract manufacturer that is not Lonza) payable by Aevi to Lonza in excess of the royalties and annual fees payable by KKC to Lonza under the Multi Product Licence Agreement between Lonza Sales AG and Kyowa Hakko Kirin Co., Ltd. (as successor to Kyowa Hakko Kogyo Co., Ltd. and Biowa, Inc.) dated July 15, 2008 (the “KKC Lonza Plan A/B License Agreement”), and the terms thereof are otherwise substantially similar in substance to the KKC Lonza Plan A/B License Agreement, Aevi will be required to enter into the Aevi Lonza Supply Agreement or Aevi Lonza Plan A/B License Agreement and KKC will not be required to sublicense the Lonza Technology to an Authorized CRO and CMO.
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Lonza Technology. Subject to the terms and conditions of this Agreement and subject to obtaining Lonza’s written consent as set forth in Section 2.7, KHK will grant to Medgenics a non-exclusive, sublicensable (to its Affiliates and, subject to Section 6.4, Third Parties approved by KHK), milestone-free and royalty-free right and license to use the Lonza Technology solely for the purpose of conducting the Initial Development in the United States during the CDOA Term. The Parties understand and agree that terms and conditions of such sublicense of the Lonza Technology to Medgenics will be discussed and determined by the Parties separately from this Agreement.
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Lonza Technology. Subject to the terms and conditions of this Agreement and subject to obtaining Lonza’s written consent, KKC will grant to Aevi a non-exclusive, sublicensable (to its Affiliates and, subject to Section 6.4, Third Parties approved by KKC), milestone-free and royalty-free right and license to use the Lonza Technology solely for the purpose of conducting the Initial Development in the United States during the CDOA Term. The Parties understand and agree that terms and conditions of such sublicense of the Lonza Technology to Aevi will be discussed and determined by the Parties separately from this Agreement.
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Related to Lonza Technology

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you.

  • New Technology When new or updated technology is introduced into a workplace, it will be the responsibility of the employer to provide appropriate and, if necessary, ongoing training to the employees directly affected. Such training will include any health and safety implications or information that will enable employees to operate the equipment without discomfort and will help maintain their general well-being.

  • Licensed Technology (a) LICENSOR is not aware of any interference, infringement, misappropriation, or other conflict with any intellectual property rights of third parties, and LICENSOR has never received any charge, complaint, claim, demand, or notice alleging any such interference, infringement, misappropriation, or violation (including any claim that LICENSOR must license or refrain from using any intellectual property rights of any third party). To the knowledge of LICENSOR, no third party has interfered with, infringed upon, misappropriated, or otherwise come into conflict with any of the LICENSED TECHNOLOGY. (b) Exhibit A identifies each patent or registration which has been issued to LICENSOR with respect to any of the LICENSED TECHNOLOGY and identifies each pending patent application or application for registration which LICENSOR has made with respect to any of the LICENSED TECHNOLOGY. LICENSEE acknowledges that LICENSOR has previously made available to LICENSEE correct and complete copies of all such patents, registrations and applications (as amended to-date) in LICENSOR’s possession and has made available to LICENSEE correct and complete copies of all other written documentation in LICENSOR’s possession evidencing ownership and prosecution (if applicable) of each such item. (c) Exhibit A identifies each item of LICENSED TECHNOLOGY that is assigned to LICENSOR or that LICENSOR uses pursuant to license, sublicense, agreement, or permission. LICENSOR has made available to LICENSEE correct and complete copies of all such licenses, sublicenses, agreements, patent prosecution files and permissions (as amended to-date) in LICENSOR’s possession. With respect to each item of LICENSED TECHNOLOGY required to be identified in Exhibit A and to the knowledge of LICENSOR: (i) the license, sublicense, agreement, or permission covering the item is legal, valid, binding, enforceable, and in full force and effect; (ii) the license, sublicense, agreement, or permission will continue to be legal, valid, binding, enforceable, and in full force and effect on identical terms following the consummation of the transactions contemplated hereby; (iii) no Party to the license, sublicense, agreement, or permission is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default or permit termination, modification, or acceleration thereunder; (iv) no party to the license, sublicense, agreement, or permission has repudiated any provision thereof; (v) the underlying item of LICENSED TECHNOLOGY is not subject to any outstanding lien or encumbrance, injunction, judgment, order, decree, ruling, or charge; (vi) no action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand is pending or is threatened which challenges the legality, validity, or enforceability of the underlying item of LICENSED TECHNOLOGY; and (vii) except as provided in Exhibit A, LICENSOR has not granted any license or similar right to the LICENSED TECHNOLOGY within the GENERAL FIELD or PARTHENOGENESIS FIELD.

  • Third Party Technology The Company makes use of third party technology to collect information required for traffic measurement, research, and analytics. Use of third party technology entails data collection. We therefore would like to inform clients the Company enables third parties to place or read cookies located on the browsers of users entering the Company’s domain. Said third parties may also use web beacons to collect information through advertising located on the Company’s web site. Please note that you may change your browser settings to refuse or disable Local Shared Objects and similar technologies; however, by doing so you may be disabling some of the functionality of Company’s services.

  • Technology Discoveries, innovations, Know-How and inventions, whether patentable or not, including computer software, recognized under U.S. law as intellectual creations to which rights of ownership accrue, including, but not limited to, patents, trade secrets, maskworks and copyrights developed under this Agreement.