Non-Exclusive License to Buyer Sample Clauses

Non-Exclusive License to Buyer. Effective as of the Closing, Seller hereby grants Buyer a perpetual, non-exclusive, transferable and royalty-free license to use in connection with the operation of the Business any know-how and trade secrets owned by Seller as of the date of this Agreement that are primarily held for use in connection with the Business or are material to the operation of the Business, in each case, as conducted as of the date hereof. For the avoidance of doubt, (i) Seller shall retain sole and exclusive ownership of any and all such know-how and trade secrets; and (ii) Buyer shall obtain sole and exclusive ownership of know-how and trade secrets owned by Seller and exclusively related to the Product pursuant to Section 2.01(a). CONFIDENTIAL TREATMENT HAS BEEN REQUESTED
AutoNDA by SimpleDocs
Non-Exclusive License to Buyer. Subject to the qualifications and restrictions set forth herein, effective as of the Closing, Seller hereby grants to Buyer and its Affiliates a perpetual, world-wide, non-exclusive, non-transferable (except in accordance with Section 8.2), non-sub-licensable (except, in whole or in part, to Affiliates of Buyer, contract manufacturers in connection with the conduct of the Business by Buyer or its Affiliates, or any Person that acquires all or substantially all of the assets of any business in which Buyer or an Affiliate uses the rights granted hereunder) fully paid-up right to practice and use the Licensed Intellectual Property for the sole purpose of conducting the Business. For the avoidance of doubt, the license to Buyer and Buyer's Affiliates does not apply with respect to any right regarding any Excluded Intellectual Property. Consistent with Seller’s ownership of the Licensed Intellectual Property, Seller shall have the right, but not the obligation, to determine in its sole discretion whether and how to protect the Licensed Intellectual Property (including the right, but not the obligation, to determine in its sole discretion whether and how to file, prosecute and maintain the Licensed Intellectual Property and police against infringement or misappropriation thereof).
Non-Exclusive License to Buyer. Effective as of the Closing, Seller hereby grants Buyer a perpetual, non-exclusive, transferable and royalty-free license to use in connection with the operation of the Business any know-how and trade secrets owned by Seller as of the date of this Agreement that are primarily held for use in connection with the Business or are material to the operation of the Business, in each case, as conducted as of the date hereof. For the avoidance of doubt, (i) Seller shall retain sole and exclusive ownership of any and all such know-how and trade secrets; and (ii) Buyer shall obtain sole and exclusive ownership of know-how and trade secrets owned by Seller and exclusively related to the Product pursuant to Section 2.01(a). 42 CONFIDENTIAL TREATMENT HAS BEEN REQUESTED ARTICLE 6 EMPLOYEE MATTERS Buyer may offer employment to the Specified Business Employees, with such employment to be effective no earlier than the Closing Date. To the extent any Specified Business Employee is hired as an employee of Buyer on the Closing Date or within six months following the Closing Date (the “Hired Employees”), any such Hired Employee shall be employed upon such terms as Buyer and the applicable Hired Employee shall agree. Section 6.01.

Related to Non-Exclusive License to Buyer

  • Non-Exclusive License Sponsor grants Institution and Principal Investigator a royalty free non-exclusive license, with no right to sublicense, to use Trial Data for internal research or educational purposes. c.

  • Non-Exclusive License Grant In the event that either: (i) the making, have made or use by Merck or its Related Parties of any Cue Biologics during the term of this Agreement; or (ii) the making, having made, use, import, offer for sale and/or sale by Merck or its Related Parties of Compound or Product in the Territory would infringe a claim of an issued letters patent that Company (or its Affiliate) Controls and which patents are not covered by the grant in Section 3.1, Company hereby grants to Merck, to the extent Company is legally able to do so, a non-exclusive, sublicensable, royalty-free license in the Territory under such issued letters patent for Merck and its Related Parties to conduct such activities with respect to the Cue Biologics, Compounds and Products for all activities in the Field.

  • Exclusive License Licensor hereby grants to Licensee and Licensee hereby accepts from Licensor, upon the terms and conditions herein specified, a sole and exclusive license under the Licensed Patent Rights in the Territory, and in the Field of Use to develop, make, have made, import, have imported, use, offer to sell, sell, and otherwise commercialize Licensed Product(s).

  • Non-Exclusive Agreement The services of the Adviser to the Fund under this Agreement are not to be deemed exclusive, and the Adviser shall be free to render similar services or other services to others so long as its services hereunder are not impaired thereby.

  • Non-Exclusive Services The services of the Adviser to the Trust are not deemed exclusive, and the Adviser shall be free to render similar services to others, to the extent that such service does not affect the Adviser’s ability to perform its duties and obligations hereunder.

  • Exclusive License Grant Subject to the terms and conditions of this Agreement (including Section 3.5.1 (Takeda Retained Rights)), Takeda hereby grants to Licensee an exclusive, sublicensable (subject to Section 3.3 (Sublicensing)), royalty-bearing right and license under the Takeda Technology and Takeda’s interest in the Joint Technology to Exploit the Licensed Compounds and Licensed Products in the Field in the Licensee Territory.

  • Grant of Exclusive License 1. Licensor hereby grants to Licensee an exclusive worldwide license with the right to sublicense others, to make, have made, use, sell and lease the Products described in the Licensed Patent Rights with reach-through rights reserved to Licensor.

  • Non-Exclusive Rights Notwithstanding anything herein contained that may be, or appear to be, to the contrary, it is expressly understood and agreed that the rights granted under this Agreement are non-exclusive and Authority herein reserves the right to grant similar privileges to another lessee or other tenants on other parts of the Airport.

  • Non-Exclusive Right In the event this Agreement is terminated or upon written notice from Western at any time, the Corporation hereby agrees that it will eliminate from the Fund's name any reference to the name of "Western." The Corporation, on behalf of the Fund, shall have the non-exclusive use of the name "Western" in whole or in part only so long as this Agreement is effective or until such notice is given.

  • Non-Exclusivity The services of the Adviser to the Manager, the Allocated Portion and the Trust are not to be deemed to be exclusive, and the Adviser shall be free to render investment advisory or other services to others and to engage in other activities. It is understood and agreed that the directors, officers, and employees of the Adviser are not prohibited from engaging in any other business activity or from rendering services to any other person, or from serving as partners, officers, directors, trustees, or employees of any other firm or corporation.

Time is Money Join Law Insider Premium to draft better contracts faster.