Page Applications. 3.3.1 If the Patent Arbitrator reviews the inventorship of the Page Applications and determines that the inventors identified in such applications are incorrect in any way, then the Regents shall use its best efforts to take the necessary steps to have the inventorship amended to reflect the determination of the Patent Arbitrator. If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator determines Page to be an inventor on the Page Applications, then to the extent it is able to do so, the Regents will grant Wellstat a license under the claims in the Page Applications on the terms and conditions of the Regents/Wellstat License Agreement. 3.3.2 The Parties acknowledge that the Regents’ ability to grant Wellstat such an exclusive license is subject to the appropriate adjustment of Repligen’s contractual obligations to Xxxxxxx Xxxxxx and Xxxxxxx Xxxxxxx (and/or the assignment of such obligations to Wellstat) to reflect the fact that Repligen will not be commercializing Acylated Pyrimidines. The Parties will work in good faith to effectuate such adjustment or assignment promptly. To the extent the Regents is not able to grant Wellstat such an exclusive license, it shall grant Wellstat a license under all the claims in the Page Applications on the terms and conditions set forth in the Regents/Wellstat License Agreement. 3.3.3 If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator reviews the inventorship of the Page Applications and determines that Xxxxxxx Xxxxxx or Xxxxxxx Xxxxxxx is an inventor on one or more of the Page Applications, then the prosecution of the Page Applications shall continue to be controlled by Repligen and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the date of the Patent Arbitrator’s decision shall be shared as set forth in Section 5.7. If, however, the Patent Arbitrator determines that neither Xxxxxxx Xxxxxx nor Xxxxxxx Xxxxxxx is an inventor on the Page Applications, then the prosecution of the Page Applications shall be controlled by the Regents and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the Patent Arbitrator’s decision shall be shared as set forth in Section 5.7. * CONFIDENTIAL TREATMENT REQUESTED These charts generally reflect the allocation of the patent rights under the Regents/Wellstat Settlement Agreement, the Regents/Wellstat License Agreement, and the Amended Repligen Licenses (Regents/Repligen License Agreements dated November 28, 2000 and December 13, 2000, each as amended as of even date herewith), before and after termination of the Regents/Wellstat License Agreement (and assume the Amended Repligen Licenses are still in effect). von Borstel Invented Claims (Wellstat Inventors alone) Reserved rights for Xxxxxx, and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents Inventors, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes: (1) Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim (2) Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED von Borstel Invented Claims (Wellstat Inventors) Reserved rights for Xxxxxx and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes: 1 Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim 2 Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED (defined terms used in this Exhibit F are set forth in Exhibit H)
Appears in 1 contract
Samples: Settlement Agreement (Repligen Corp)
Page Applications. 3.3.1 3.1.1 If the Patent Arbitrator reviews the inventorship of the Page Applications and determines that the inventors identified in such applications the Page Application are incorrect in any way, * CONFIDENTIAL TREATMENT REQUESTED then the Regents Repligen shall use its best efforts to take the necessary steps to have the inventorship amended to reflect the determination of the Patent Arbitrator. If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator determines Page to be an inventor on the Page Applications, then to the extent it is able to do so, the Regents will grant Wellstat a license under the claims in the Page Applications on the terms and conditions of the Regents/Wellstat License Agreement.
3.3.2 The Parties hereby acknowledge that the Regents’ ability to grant Wellstat such an exclusive license is under any claims in the Page Applications may be subject to the appropriate adjustment of Repligen’s contractual obligations to Xxxxxxx Xxxxxx and Xxxxxxx Xxxxxxx (and/or the assignment of such obligations to Wellstat) to reflect the fact that Repligen will not be commercializing Acylated Pyrimidines. The , and the Parties will work in good faith to effectuate such adjustment or assignment promptly. To .
3.1.2 If the extent the Regents Patent Arbitrator determines that either Xxxxxxx Xxxxxx of Xxxxxxx Xxxxxxx is not able to grant Wellstat such an exclusive license, it shall grant Wellstat a license under all inventor on one or more of the claims in the Page Applications on or if no review of the terms Page Applications is requested, then Repligen shall agree to assign to Wellstat all of its rights relating to Acylated Pyrimidines (including Permitted Impurities as defined in Section 1.14 (b) under Repligen’s Patent Purchase Agreement between Repligen and conditions set forth Xxxxxxx Xxxxxx dated October 12, 2000 (the “Xxxxxx Patent Purchase Agreement”) and the Patent Purchase Agreement between Repligen and Xxxxxxx Xxxxxxx dated October 12, 2000 (the “Xxxxxxx Patent Purchase Agreement”) attached hereto as Exhibits B and C. To the extent that Wellstat is practicing the claims in the Page Applications that cover the use of Acylated Pyrimidines for which Xxxxxxx Xxxxxx is determined to be an inventor, Wellstat will assume Repligen’s obligations to pay all Milestone Payments and Royalty Payments, as defined in the Xxxxxx Patent Purchase Agreement. To the extent that Wellstat is practicing the claims in the Page Applications that cover the use of Acylated Pyrimindines for which Xxxxxxx Xxxxxxx is determined to be an inventor, Wellstat will assume Repligen’s obligations to pay all Milestone Payments and Royalty Payments, as defined in the Xxxxxxx Patent Purchase Agreement. Repligen shall give Xxxxxxx Xxxxxx and Xxxxxxx Xxxxxxx prompt notice of any such intent to assign the Patent Purchase Agreement and Repligen shall seek their written consent to such assignment.
3.1.3 In the event that Repligen’s contractual obligations with Xxxxxxx Xxxxxx or Xxxxxxx Xxxxxxx prevent or delay the Regents granting to Wellstat an exclusive license to the patent rights arising out of the Page Applications, Repligen hereby consents to the co-exclusive (solely with Repligen) license under the patent rights arising out of the Page Applications granted by the Regents to Wellstat pursuant to the Regents/Wellstat License Agreement.
3.3.3 3.1.4 If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator reviews the inventorship of the Page Applications and determines that Xxxxxxx Xxxxxx or Xxxxxxx Xxxxxxx is an inventor on one or more of the claims in the Page Applicationsof Applications or if no review of the Page Applications is requested, then the prosecution of the Page Applications shall continue to be controlled by Repligen and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the date of the Patent Arbitrator’s decision shall be shared as set forth in Section 5.73.4.3. If, however, the Patent Arbitrator determines that neither Xxxxxxx Xxxxxx nor or Xxxxxxx Xxxxxxx is an inventor on any claim in the Page Applications, then the prosecution of the Page Applications shall be controlled by the Regents and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the Patent Arbitrator’s decision shall be shared as set forth in Section 5.73.4.3. * CONFIDENTIAL TREATMENT REQUESTED These charts generally reflect the allocation of the patent rights under the Regents/Wellstat Settlement Agreement, the Regents/Wellstat License Agreement, and the Amended Repligen Licenses (Regents/Repligen License Agreements dated November 28, 2000 and December 13, 2000, each as amended as of even date herewith), before and after termination of the Regents/Wellstat License Agreement (and assume the Amended Repligen Licenses are still in effect). von Borstel Invented Claims (Wellstat Inventors alone) Reserved rights for Xxxxxx, and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents Inventors, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes:
(1) Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim
(2) Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED von Borstel Invented Claims (Wellstat Inventors) Reserved rights for Xxxxxx and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes:
1 Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim 2 Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED (defined terms used in this Exhibit F are set forth in Exhibit H)REQUESTED
Appears in 1 contract
Samples: Settlement Agreement (Repligen Corp)
Page Applications. 3.3.1 If the Patent Arbitrator reviews the inventorship of the Page Applications and determines that the inventors identified in such applications are incorrect in any way, then the Regents shall use its best efforts to take the necessary steps to have the inventorship amended to reflect the determination of the Patent Arbitrator. If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator determines Page to be an inventor on the Page Applications, then to the extent it is able to do so, the Regents will grant Wellstat a license under the claims in the Page Applications on the terms and conditions of the Regents/Wellstat License Agreement.
3.3.2 The Parties acknowledge that the Regents’ ability to grant Wellstat such an exclusive license is subject to the appropriate adjustment of Repligen’s contractual obligations to Xxxxxxx Xxxxxx and Xxxxxxx Xxxxxxx (and/or the assignment of such obligations to Wellstat) to reflect the fact that Repligen will not be commercializing Acylated Pyrimidines. The Parties will work in good faith to effectuate such adjustment or assignment promptly. To the extent the Regents is not able to grant Wellstat such an exclusive license, it shall grant Wellstat a license under all the claims in the Page Applications on the terms and conditions set forth in the Regents/Wellstat License Agreement.
3.3.3 If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator reviews the inventorship of the Page Applications and determines that Xxxxxxx Xxxxxx or Xxxxxxx Xxxxxxx is an inventor on one or more of the Page Applications, then the prosecution of the Page Applications shall continue to be controlled by Repligen and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the date of the Patent Arbitrator’s decision shall be shared as set forth in Section 5.7. If, however, the Patent Arbitrator determines that neither Xxxxxxx Xxxxxx nor Xxxxxxx Xxxxxxx is an inventor on the Page Applications, then the prosecution of the Page Applications shall be controlled by the Regents and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the Patent Arbitrator’s decision shall be shared as set forth in Section 5.7. * CONFIDENTIAL TREATMENT REQUESTED These charts generally reflect the allocation of the patent rights under the Regents/Wellstat Settlement Agreement, the Regents/Wellstat License Agreement, and the Amended Repligen Licenses (Regents/Repligen License Agreements dated November 28, 2000 and December 13, 2000, each as amended as of even date herewith), before and after termination of the Regents/Wellstat License Agreement (and assume the Amended Repligen Licenses are still in effect). von Borstel Invented Claims (Wellstat Inventors alone) Reserved rights for Xxxxxx, and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents Inventors, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes:
(1) Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim
(2) Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED von Borstel Invented Claims (Wellstat Inventors) Reserved rights for Xxxxxx and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes:
1 Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim 2 Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED (defined terms used in this Exhibit F are set forth in Exhibit H)REQUESTED
Appears in 1 contract
Samples: Settlement Agreement (Repligen Corp)
Page Applications. 3.3.1 If the Patent Arbitrator reviews the inventorship of the Page Applications and determines that the inventors identified in such applications are incorrect in any way, then the Regents shall use its best efforts to take the necessary steps to have the inventorship amended to reflect the determination of the Patent Arbitrator. If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator determines Page to be an inventor on the Page Applications, then to the extent it is able to do so, the Regents will grant Wellstat a license under the claims in the Page Applications on the terms and conditions of the Regents/Wellstat License Agreement.
3.3.2 The Parties acknowledge that the Regents’ ability to grant Wellstat such an exclusive license is subject to the appropriate adjustment of Repligen’s contractual obligations to Xxxxxxx Xxxxxx and Xxxxxxx Xxxxxxx (and/or the assignment of such obligations to Wellstat) to reflect the fact that Repligen will not be commercializing Acylated Pyrimidines. The Parties will work in good faith to effectuate such adjustment or assignment promptly. To the extent the Regents is not able to grant Wellstat such an exclusive license, it shall grant Wellstat a license under all the claims in the Page Applications on the terms and conditions set forth in the Regents/Wellstat License Agreement.
3.3.3 If the Patent Arbitrator does not review the inventorship of the Page Applications or if the Patent Arbitrator reviews the inventorship of the Page Applications and determines that Xxxxxxx Xxxxxx or Xxxxxxx Xxxxxxx is an inventor on one or more of the Page Applications, then the prosecution of the Page Applications shall continue to be controlled by Repligen and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the date of the Patent Arbitrator’s decision shall be shared as set forth in Section 5.7. If, however, the Patent Arbitrator determines that neither Xxxxxxx Xxxxxx nor Xxxxxxx Xxxxxxx is an inventor on the Page Applications, then the prosecution of the Page Applications shall be controlled by the Regents and any costs of Patent Prosecution of the Page Applications and patents resulting therefrom (including attorneys’ fees) incurred after the Patent Arbitrator’s decision shall be shared as set forth in Section 5.7. * CONFIDENTIAL TREATMENT REQUESTED These charts generally reflect the allocation of the patent rights under the Regents/Wellstat Settlement Agreement, the Regents/Wellstat License Agreement, and the Amended Repligen Licenses (Regents/Repligen License Agreements dated November 28, 2000 and December 13, 2000, each as amended as of even date herewith), before and after termination of the Regents/Wellstat License Agreement (and assume the Amended Repligen Licenses are still in effect). von Borstel Invented Claims (Wellstat Inventors alone) Reserved rights for Xxxxxx, and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents Inventors, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes:
(1) 1 Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim
(2) Claim 2 Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED von Borstel Invented Claims (Wellstat Inventors) Reserved rights for Xxxxxx and Xxxxxxx, if any No right to practice * * Jointly Invented Claims (Wellstat and either Repligen or Regents, or all three parties’ inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Xxxxxxx/Page Invented Claims (Repligen and/or Regents Inventors) Reserved rights for Xxxxxx and Xxxxxxx Rights for research, educational, and publication purposes * * Notes:
1 Acylated Pyrimidines in weight percentages greater than a Permitted Impurity and a Permitted Impurity of compounds that are not Acylated Pyrimidines covered by a Valid Claim 2 Compounds that are not Acylated Pyrimidines covered by a Valid Claim in weight percentages greater than a Permitted Impurity and a Permitted Impurity of Acylated Pyrimidines * CONFIDENTIAL TREATMENT REQUESTED (defined terms used in this Exhibit F are set forth in Exhibit H)
Appears in 1 contract
Samples: Settlement Agreement (Repligen Corp)
