No Future IP; No Implied Rights. CPC acknowledges and agrees that (i) no rights or licenses are conveyed to CPC hereunder with respect to Patents, Know-How, Materials or other materials, know-how or intellectual property rights that are invented, created, first acquired, licensed to or otherwise obtained by Maxygen or any of its Affiliates after the Effective Date, and (ii) no rights or licenses are conveyed to CPC hereunder with respect to any Patents, Know-How, Materials or other materials, know-how or intellectual property rights owned or Controlled by any Third Party that becomes an Affiliate of Maxygen after the Effective Date that are not already licensed hereunder prior to such entity becoming an Affiliate. Accordingly, except for the rights and licenses expressly granted under this Agreement and without limiting any right granted under any written agreement entered into by the Parties, no right, title, or interest of any nature whatsoever is granted whether by implication, estoppel, reliance, or otherwise, by Maxygen to CPC hereunder. All rights with respect to Materials, Know-How, Patents or other intellectual property rights that are not expressly granted herein are reserved to the owner thereof. Notwithstanding the foregoing, (a) the Patents licensed hereunder to CPC shall include Patents filed or issued after the Effective Date that claim priority to any Patent within the Licensed Technology as of the Effective Date (in the case of Patents owned by Third Parties, to the extent Controlled by Maxygen), and (b) the Astellas Agreement Technology and the licenses granted to CPC hereunder with respect thereto shall include such future Patents and Know-How as are expressly provided for under the definition of Astellas Agreement Technology.
No Future IP; No Implied Rights. Bayer acknowledges and agrees that, (i) except as specified in this Agreement or the License Agreement, no rights or licenses are conveyed to Bayer with respect to Patent Rights, Know-How, Materials or other intellectual property rights that are invented, developed, created, acquired, licensed to or otherwise obtained by Maxygen or any of its Affiliates after the Closing Date, and (ii) no rights or licenses are conveyed to Bayer with respect to any Patent Rights, Know-How, Materials or other intellectual property rights owned or Controlled by any Third Party that is not an Affiliate of Maxygen as of the Closing Date (regardless of whether such Third Party later becomes an Affiliate of Maxygen). No rights, options or licenses with respect to any intellectual property owned by Maxygen or Bayer are granted or will be deemed granted under this Agreement or in connection with it, other than those rights expressly granted in this Agreement.
No Future IP; No Implied Rights. Bayer acknowledges and agrees that, (i) except to the extent otherwise expressly provided in Section 3.2.5 and Article 5, no rights and/or licenses are conveyed to Bayer with respect to Patent Rights, Know-How, Materials and/or other materials, know-how and/or intellectual property rights that are invented, developed, created, acquired, licensed to and/or otherwise obtained by Maxygen and/or any of its Affiliates after the Closing Date, and/or (ii) no rights and/or licenses are conveyed to Bayer with respect to * Certain information on this page has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. any Patent Rights, Know-How, Materials and/or other materials, know-how and/or intellectual property rights owned and/or Controlled by any Third Party that becomes an Affiliate of Maxygen after the Closing Date; except to the extent expressly provided in Section 3.2.5 and Article 5 for Patent Rights, Know-How, Materials and/or other materials, know-how and/or intellectual property rights that are invented, developed, created, acquired, licensed to and/or otherwise obtained by such Affiliate after it became an Affiliate of Maxygen. No rights, options and/or licenses with respect to any intellectual property owned by Maxygen and/or Bayer are granted and/or will be deemed granted under this Agreement and/or in connection with it, other than those rights expressly granted in this Agreement.
