Option for License. 5.1 Ramot hereby grants the Sponsor an exclusive option (the “Option”) to receive an exclusive worldwide royalty-bearing license to Ramot’s interest in the Background Technology and Research Results for use in the Field (the “License”). In the event Sponsor is interested in obtaining from Ramot the License, it shall inform Ramot in writing of such interest (the "Notice") during the Research Period or within thirty (30) days of receiving of the Final Report (the "Notice Period"). Upon the receipt of a Notice by Ramot, Sponsor and Ramot shall negotiate, in good faith, for a period of up to one hundred and twenty (120) days, unless extended by mutual written agreement of Ramot and Sponsor (the "Negotiation Period"), in an effort to arrive at terms and conditions satisfactory to Sponsor and Ramot for the grant of such a license (the "License Agreement"). The License Agreement shall include, inter alia, the commercial terms set forth in Exhibit D.
Option for License. Notwithstanding the provisions of Sections 3.1 through 3.6 or any other provision of this Agreement to the contrary, TSRI and Sponsor agree that the Patent Rights and Technology (including, without limitation, Joint Technology) are exclusively licensed to Sponsor, together with the Existing Technology, pursuant to the Exclusive License Agreement on the terms and conditions set forth therein. For so long as the Exclusive License Agreement remains in effect: (a) all Patent Rights and Technology (including, without limitation, Joint Technology) arising under this Agreement are automatically deemed included in the subject matter exclusively licensed to Sponsor under the Exclusive License Agreement, effective upon Sponsor’s delivery of written notice to TSRI pursuant to the first sentence of Section 3.4, and without any other action on the part of either party pursuant to Section 3.3, 3.4 or 3.6 or otherwise; (b) Section 3.2 hereof shall continue in full force and effect; and (c) preparation, filing, prosecution and maintenance of Patent Rights shall be governed by the Exclusive License Agreement (and not Section 3.5 hereof).
Option for License. 2.1(a) Subject to the limitations set forth in this License Option Agreement, the University hereby grants to Licensee an exclusive option to negotiate an exclusive world-wide license under University's Patent Rights to make, have made, use and sell Licensed Products and to practice the Licensed Method in the United States, and in other countries subject to paragraph 2.1(b), and to sublicense all of the foregoing, limited to the Field of Use.
Option for License. 3 3. FEE ......................................................................4 4.
Option for License. 36 5.10 Definitions..................................................................................37
Option for License. 5.1 Ramot hereby grants the OSpptioon”n)sotro arneceexicvl exclusive worldwide royalty-bearing license to Ramot’Bsackgironuntd Teecrhneolsogty in th and Research Results for use in the Field (thLeicens“e”)In.the event Sponsor is interested in obtaining from Ramot the License, it shall inform Xxxxx in writing of such interest (the "Notice") during the Research Period or within thirty (30) days of receiving of the Final Report (the "Notice Period"). Upon the receipt of a Notice by Xxxxx, Sponsor and Xxxxx shall negotiate, in good faith, for a period of up to one hundred and twenty (120) days, unless extended by mutual written agreement of Ramot and Sponsor (the "Negotiation Period"), in an effort to arrive at terms and conditions satisfactory to Sponsor and Ramot for the grant of such a license (the "License Agreement"). The License Agreement shall include, inter alia, the commercial terms set forth in Exhibit D.
Option for License. Sponsor shall have an exclusive option to negotiate an exclusive license to commercialize any invention or discovery made or conceived in the performance of this research. Such option shall include an exclusive option to an exclusive license to technology described in U.S. Patent Number 5,536,497 (Fimbrial polypeptids useful in the prevention of periodontitis, Xxxxx et. al., July 16, 1996) and any foreign counterparts. The royalty rate shall be negotiated at the time the option is exercised by Sponsor. Sponsor must exercise its option within three (3) months of the termination of the Research Agreement.
Option for License. To the extent University has the legal right to do so and subject to any applicable rights of the U.S. Government, University hereby also grants to Sponsor, in accordance with the provisions of the following paragraph, an exclusive, time limited, first right to negotiate a commercial, exclusive (or non-exclusive at Sponsor’s option), worldwide, irrevocable, fully sub-licensable, royalty- bearing license under University’s interest in any Invention, to make, have made, use, sell, offer for sale, have sold and import any such Invention conceived and first actually reduced to practice in the performance of the Project under this Agreement, for the term of any patent thereon. Sponsor shall hold any such disclosure regarding a University Invention on a confidential basis and will not disclose such information to any third party without consent of University. Sponsor shall advise University in writing within […***…] of disclosure, which period may be extended upon mutual consent of both Parties of any such University Invention or Joint Invention to Sponsor (the “Option Period”) whether or not it wishes to secure a commercial license. […***…] Sponsor shall have […***…] from the date of election to conclude a license or option agreement with University, which period may be extended by mutual agreement. Both parties agree to negotiate in good faith during such negotiation period. Such definitive license agreement shall contain reasonable terms and […***…]. University agrees that, during the Option Period for a University Invention or Joint Invention and during any license negotiations with Sponsor arising therefrom, it shall not offer to any third party the opportunity to obtain a license, or enter into any license with any third party, with respect to such University Invention or University’s rights in such Joint Invention (as applicable), unless Sponsor expressly rejects in writing its exclusive negotiation rights set forth herein. If Sponsor elects not to secure such license(s), or such license has not been concluded within the […***…] period described above, University’s rights to the Invention(s) disclosed hereunder shall be disposed of in accordance with University policies, with no further obligation to Sponsor (it being understood that Sponsor shall continue to have its joint ownership interest in any Joint Invention and shall be free to practice any Joint Invention without the consent of, or any obligation to account to, University). Notwithstanding any fa...
Option for License. Upon the request of HMRI, HOECHST or OSI, OSI and HMRI or HOECHST, as applicable, will enter into negotiations with respect to a license agreement pursuant to which HMRI or HOECHST, or any of their Affiliates, would acquire an exclusive, worldwide license, including the right to grant sublicenses, to make, use and sell HRPI Products or HOECHST Products, as applicable. The option hereinabove provided for will commence with the Effective Date and expire four (4) years after the end of the Contract Period unless such option is earlier terminated pursuant to the terms of this Agreement. Such license agreement shall among other things provide for:
Option for License
