Nonassertion Clause Samples
A Nonassertion clause is a contractual provision in which one party agrees not to assert certain intellectual property rights, such as patents, against the other party. In practice, this means that the party granting the nonassertion promise cannot sue or threaten legal action for infringement of the specified IP, often in the context of collaborative projects, licensing, or technology sharing. The core function of this clause is to reduce the risk of litigation and foster a cooperative environment by ensuring that the use of certain intellectual property will not be challenged by the rights holder.
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Nonassertion. The Employee agrees and covenants that he shall not, directly or indirectly, assert any rights under any inventions, discoveries, concepts or ideas or improvements thereof, or know how related thereto, as having been made or acquired by the Employee prior to the Employee being employed by the Company, or since the date of his employment and not otherwise covered by this Agreement.
Nonassertion. 17.1 LICENSOR agrees not to assert any of its rights under any others of its patents against LICENSEE or its transferees, which rights are necessary to the practice of rights granted to LICENSEE under this Agreement.
Nonassertion. Except to the extent required to protect Company Background Intellectual Property or Improvements rights, and without limiting Section 13.3, Company and its Affiliates hereby covenant and agree not to, alone or in cooperation with any Third Party, s▇▇ or bring any cause of action against LBIO, its Representatives, suppliers, distributors, salespersons, customers, licensees or end-users for any patent infringement based on any development, manufacturing or commercialization activities relating to the Product, the Process or LBIO’s Background Intellectual Property conducted by LBIO and any Third Party for LBIO. This covenant will run with and attach to any and all patent rights owned or controlled, in whole or in part, by Company and shall be binding upon any assignee or sublicensee of any Intellectual Property from Company.
Nonassertion. NASA agrees not to assert any of its rights under any others of its copyrights, patents or patent applications in any country of the world, against NEXTGEN SYSTEMS, its SUBLICENSEES, vendors or customers which rights are necessary to or incidental to the practice of the rights granted to NEXTGEN SYSTEMS under this Agreement.
Nonassertion. New River and its Affiliates hereby covenant and agree not to, alone or in cooperation with any Third Party, [*], the manufacture, use, offer for sale, sale, distribution, import or export of which is done under and in accordance with the terms of this Agreement. This covenant will run with and attach to any and all intellectual property owned or controlled, in whole or in part, by New River and shall be binding upon any assignee of any intellectual property from New River.
Nonassertion. Except for matters listed in Appendix A to this Agreement, I will not assert any rights under any inventions, discoveries, concepts, or ideas or improvements thereof, or know how related thereto, as having been made or acquired by me prior to my being employed by the Company, or since the date of my employment and not otherwise covered by the terms of this Agreement.
Nonassertion. 4.1 For a period of ten (10) years from the Separation Date, Insula agrees that with respect to any patents owned or Licensable by Insula or its affiliates (including Maxtor or the successor entity to Insula), neither Insula nor its affiliates will assert against Quantum or any of its Subsidiaries or any successor to a business of Quantum or its Subsidiaries, any claims of infringement based on the manufacture, importation, use or sale of any Quantum Products by Quantum, its Subsidiaries, or any successor to a business of Quantum or its Subsidiaries, or any of their respective distributors, customers or end users; provided however, except with respect to HDD Patents, such non-assertion covenant shall not apply to any claims of infringement based on the manufacture, importation, use or sale of any network attached storage products or storage area network products by Quantum, its Subsidiaries, or any successor to a business of Quantum or its Subsidiaries or any of their respective distributors, customers or end users.
4.2 For a period of ten (10) years from the Separation Date, Quantum agrees that with respect to any patents owned or Licensable by Quantum or its affiliates, neither Quantum nor its affiliates will assert against Maxtor or any of its Subsidiaries or any successor to a business of Maxtor or its Subsidiaries, any claims of infringement based on the manufacture, importation, use or sale of any Insula (including Maxtor or the successor entity to Insula) HDD Products by Maxtor, its Subsidiaries or any successor to a business of Maxtor or its Subsidiaries, or any of their respective distributors, customers or end users.
Nonassertion. 4.1 For a period of ten (10) years from the Separation Date, Spinco agrees that with respect to any patents owned or Licensable by Spinco or its affiliates, neither Spinco nor its affiliates will assert against Quantum or any of its Subsidiaries or any successor to a business of Quantum or its Subsidiaries, any claims of infringement based on the manufacture, importation, use or sale of any Quantum Products by Quantum, its Subsidiaries, or any successor to a business of Quantum or its Subsidiaries, or any of their respective distributors, customers or end users.
4.2 For a period of ten (10) years from the Separation Date, Quantum agrees that with respect to any patents owned or Licensable by Quantum or its affiliates, neither Quantum nor its affiliates will assert against Maxtor or any of its Subsidiaries or any successor to a business of Maxtor or its Subsidiaries, any claims of infringement based on the manufacture, importation, use or sale of any Maxtor HDD Products by Maxtor, its Subsidiaries or any successor to a business of Maxtor or its Subsidiaries, or any of their respective distributors, customers or end users.
Nonassertion. JOT agrees that it shall not assert against OZO or its customers and licensees, any claims for infringement or misappropriation based on the manufacture, use, or sale of any Licensed Products; PROVIDED, HOWEVER, that such Licensed Products are manufactured, used or sold solely within the Field.
Nonassertion. 3.1 In addition to the license granted hereabove in Article 2, POLAROID agrees that it shall not assert, nor cause or permit any of its Affiliates to assert any POLAROID Licensed Patents against LUMENON or its Affiliates, suppliers, or customers based on LUMENON's, its Affiliates, or its supplier's past manufacture, past, present or future import, export, use, operation, lease, offer to sell, sale or other disposition of any past manufactured LUMENON Licensed Products for or on behalf of LUMENON, or any LUMENON Affiliate, or based on any LUMENON, or its customer's or LUMENON Affiliate customers' past, present or future import, export, use, operation, lease, offer to sell, sale or other disposition of any past manufactured LUMENON Licensed Products purchased or acquired from LUMENON and/or its Affiliates.