Ownership of Development Records Sample Clauses

Ownership of Development Records. GCC shall solely and exclusively own all Development Records. Contingent and effective upon (1) Artiva serving the Notice to Practice and making the initial payment as set forth in Section 3.1, and (2) Artiva paying the Development Cost Share upon achievement of Milestone 1 as set forth in Section 3.3(a), GCC hereby assigns to Artiva a joint interest to the Development Records such that GCC and Artiva shall jointly own the Development Records. Whilst GCC solely owns the Development Records, GCC hereby grants to Artiva a limited right to use and right of reference such Development Records solely for the purposes of preparing and filing the IND for a Product. GCC shall maintain all Development Records in its database and shall promptly grant access or provide copies to such Development Records to Artiva in accordance with Section 4.3(c). Following delivery of the Notice to Practice, Artiva shall own, and shall be solely responsible for maintaining, the global safety database for the Product, and shall be responsible for the safety reporting for the Product to the applicable Regulatory Authority in the Territory. The Development Records shall be the Confidential Information of both Parties, provided that if the Agreement is terminated prior to GCC’s foregoing assignment to Artiva of a joint interest to the Development Records, the Development Records shall thereafter be the Confidential Information of GCC only, and not of Artiva.
Sample 1
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Related to Ownership of Development Records

  • Definitions As used in this Agreement, the following terms shall have the following meanings:

  • Confidentiality (a) Subject to Section 7.15(c), during the Term and for a period of three

  • Limitation of Liability No provision hereof, in the absence of any affirmative action by the Holder to exercise this Warrant to purchase Warrant Shares, and no enumeration herein of the rights or privileges of the Holder, shall give rise to any liability of the Holder for the purchase price of any Common Stock or as a stockholder of the Company, whether such liability is asserted by the Company or by creditors of the Company.

  • NOW, THEREFORE the parties hereto agree as follows:

  • Governing Law THIS AGREEMENT SHALL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.

  • Termination This Agreement may be terminated at any time prior to the Closing:

  • Severability Any provision of this Agreement that is prohibited or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without invalidating the remaining provisions hereof, and any such prohibition or unenforceability in any jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

  • Term The term of this Agreement will be ten (10) years from the Effective Date (as such term may be extended pursuant to Section 4.2, the “Term”).

  • Force Majeure If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. Choice of Law The Agreement between the Vendor and TIPS/ESC Region 8 and any addenda or other additions resulting from this procurement process, however described, shall be governed by, construed and enforced in accordance with the laws of the State of Texas, regardless of any conflict of laws principles. Venue, Jurisdiction and Service of Process Any Proceeding arising out of or relating to this procurement process or any contract issued by TIPS resulting from or any contemplated transaction shall be brought in a court of competent jurisdiction in Camp County, Texas and each of the parties irrevocably submits to the exclusive jurisdiction of said court in any such proceeding, waives any objection it may now or hereafter have to venue or to convenience of forum, agrees that all claims in respect of the Proceeding shall be heard and determined only in any such court, and agrees not to bring any proceeding arising out of or relating to this procurement process or any contract resulting from or any contemplated transaction in any other court. The parties agree that either or both of them may file a copy of this paragraph with any court as written evidence of the knowing, voluntary and freely bargained for agreement between the parties irrevocably to waive any objections to venue or to convenience of forum. Process in any Proceeding referred to in the first sentence of this Section may be served on any party anywhere in the world. Venue for any dispute resolution process, other than litigation, between TIPS and the Vendor shall be located in Camp or Xxxxx County, Texas.

  • Assignment This Agreement and all rights and obligations hereunder may not be assigned without the written consent of the other party.

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