Patent Committee Sample Clauses

Patent Committee. The Parties hereby establish a committee to facilitate the filing, prosecution and maintenance of Patent Rights as follows:

Patent Committee. Within the first [***] following the Effective Date, or as otherwise agreed by the Parties, the Parties will establish a patent committee (the “Patent Committee”), comprised of at least one (1) representative of BioNTech and at least one (1) representative of Pfizer (which representative may be replaced by either Party at any time through written notice to the other Party). The Patent Committee shall coordinate all activities in relation to Patent Rights applicable to the terms of this Agreement. In particular, the Patent Committee shall: 10.1.1. coordinate all activities in relation to the filing and prosecution of Patent Rights relating to this Agreement pursuant to Sections 10.2.1 and 10.3.1 of this Agreement, 10.1.2. discuss any actual, potential or suspected infringement of such Patent Rights pursuant to Section 10.4.1, and 10.1.3. regularly review which BioNTech Patent Rights may be relevant to Candidates and Products. 10.1.4. The Patent Committee shall meet (either in-person or by audio or video conference) as often as determined by the Patent Committee as well as upon the reasonable request of either Party. It is acknowledged that particularly in the case of any Enforcement Action the Patent Committee may need to meet at very short notice and be required to expedite and make decisions very quickly and the Parties shall procure that the Patent Committee shall meet urgently as quickly as reasonably required in connection with any Enforcement Action. The Patent Committee will be chaired by a Patent Committee member chosen by mutual agreement. The Patent Committee shall operate in good faith and acting reasonably. Sections 7.3.2 and 7.3.3, unless otherwise mutually agreed between the Parties, shall apply mutatis mutandis. The Patent Committee will use good faith efforts to reach agreement on all matters properly brought before it. If, despite such good faith efforts, the Patent Committee is unable to reach unanimous agreement on a particular matter, such matter shall be escalated to the JSC for final resolution and decisions of the JSC in this regard must be made by unanimous consent.

Patent Committee. Upon recommendation of the JRC, the Parties shall form a patent committee (the “Patent Committee”) to be in existence as long as Patents within the Collaboration IP are being filed and/or prosecuted. Each Party shall designate at least one (1) chemist and one (1) patent attorney or equally qualified legally trained personnel, as its representatives on the Patent Committee. The Patent Committee shall be responsible for recommending patent filings and coordinating patent-related matters and such other matters as are delegated to it by the JRC. Such meetings shall be held at mutually agreed times and locations. It is recognized and understood that the Patent Committee will communicate as necessary, whether in writing, by telephone, in person or otherwise, to ensure compliance with relevant patent filing and prosecution timetables and deadlines. Each Party shall bear its own expenses associated with such meetings and the activities of the Patent Committee; provided, however, that each Party shall bear the expense of providing the other Party with copies of all Patents filed pursuant to this Agreement including all substantive correspondence with U.S. and foreign patent offices. If the JRC does not form a Patent Committee, all references herein to a “Patent Committee” shall refer instead to the JRC, and the JRC shall decide all patent-related matters in consultation with a patent attorney.

Patent Committee. The CEO and CFO shall jointly establish and maintain at all times a patent committee (the “Patent Committee”) consisting of a minimum of two (2) persons, one of whom shall be appointed (and may be removed and replaced) by OFT and one of whom shall be appointed (and may be removed and replaced) by SVAC. The written consent of all of the members of the Patent Committee shall be required for the filing or abandonment of any patent application by the JVC or the abandonment of any patent owned by the JVC. The CEO and CFO may, with the approval of the Board of Directors, appoint up to an additional four (4) persons to meet with and serve on this Patent Committee together with the two (2) OFT and SVAC appointed members, such as for example, the patent attorney for the JVC or head of engineering or research and development employed by the JVC. No person may serve on the patent Committee who is not bound and obligated in writing by agreement with the JVC, to receive and maintain in confidence all JVC Confidential Information or Confidential Information disclosed to, provided by, or discussed or obtained by the Patent Committee. The two (2) OFT and SVAC appointed Members of the Patent Committee shall establish procedures for the conduct of its business and the Patent Committee shall meet regularly but no less frequently than once each fiscal quarter pursuant to reasonable advance written notice delivered to all members of the Committee, and keep written minutes of its proceedings. The function of the Patent Committee shall be to advise and assist the CEO, CFO and JVC Board of Directors in establishing and maintaining appropriate procedures and practices to ensure the prompt gathering of all invention disclosures, filing of patent applications and proper maintenance of patent or statutory protections owned by the JVC; and establishing and maintaining appropriate policies and procedures for the ongoing protection of trade secrets and confidential information of the JVC. All decisions relating to the filing, prosecution and maintenance of the JVC’s patents and patent applications shall be made by the CEO and CFO, acting jointly, or as they may jointly delegate to one or more JVC employees. The two (2) OFT and SVAC appointed Members shall use their best reasonable efforts to resolve any disputes amongst the Patent Committee members; any disputes which are not resolved may be referred by either of the two (2) OFT or SVAC appointed members to the Board of Directors for re...

Patent Committee. Promptly after the Effective Date, the Parties shall form a patent committee (“Patent Committee”) to oversee matters relating to the Licensed Patents.

Patent Committee. (a) Promptly (but no later than sixty (60) days) after the Effective Date, the Parties will (i) each designate representative(s) to consult with the other Party’s representative(s) with CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT PURSUANT TO RULE 406 PROMULGATED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. respect to Patent ownership, Prosecution and Maintenance, enforcement and defense matters (the “Patent Liaisons”), and (ii) establish a patent committee (the “Patent Committee”). The purpose of the Patent Committee is to determine ownership of intellectual property, and facilitate the discussion and coordination of Prosecution and Maintenance, enforcement and defense matters, in accordance with and subject to the terms of this Agreement. The Patent Liaisons will be the primary point of contact for the Parties regarding the foregoing activities and will facilitate all such activities hereunder, including preparing and finalizing minutes of the Patent Committee and will be responsible for assisting the Patent Committee in performing its oversight responsibilities.

Patent Committee. (i) Intellikine and Infinity will form a patent committee (“Patent Committee”) composed of one (1) representative from each Party and one (1) representative from each Party’s internal or outside patent counsel, as a forum to (A) keep Intellikine regularly and reasonably informed of the status of Intellikine Patents, and (B) provide Intellikine with copies of all substantive documentation submitted to, or received from, the patent offices in connection therewith. The Patent Committee shall meet as frequently as necessary for such purposes. (ii) Decisions of the Patent Committee shall be made by unanimous vote, with Infinity’s representatives to the Patent Committee collectively having one (1) vote and Intellikine’s representatives to the Patent Committee collectively having one (1) vote. (A) In the event of a disagreement at the Patent Committee relating to a filing strategy or the prosecution or maintenance of [**]. (B) [**]; provided that Infinity shall not have power to resolve a dispute by unilaterally amending the terms of this Agreement or overriding Intellikine’s rights under this Agreement. (iii) To the extent that Intellikine wishes to have external patent counsel participate as one of its representatives on the Patent Committee, which counsel is not the then-current mutually acceptable outside patent counsel described in Section 10.2(b), Intellikine shall bear all expenses with respect to its external patent counsel’s participation as a representative on the Patent Committee.

Patent Committee. The Executive Committee may establish a committee (the "Patent Committee") to facilitate the filing, prosecution, and maintenance of patent applications and patents within the Program Technology. The Patent Committee shall be comprised of an equal number of representatives from each party, and each party shall designate one person to serve as the Patent Committee Leader for that party. The Patent Committee shall be responsible to discuss issues of patent strategy, including without limitation, issues of where to file patent applications, whether to abandon patent applications, and how the costs of such prosecution and maintenance will be funded. The Patent Committee shall also endeavor to open and facilitate appropriate lines of communication between the parties, the Executive Committee, and the RFC's regarding the filing, prosecution, and maintenance of patent applications and patents within the Program Technology. Decisions of the Patent Committee shall be made by unanimous approval. In the event the Patent Committee cannot resolve an issue by unanimous agreement, the matter will be referred to the Executive Committee for resolution.

Patent Committee. As soon as is practical after beginning the R&D Activities hereunder, the Parties shall assemble a Patent Committee to oversee the preparation, filing, prosecution, maintenance and defense of patents and patent applications for which licenses are granted pursuant to this Agreement, except to the extent control over such activities is expressly retained by a Party hereunder. The Patent Committee shall be comprised of no more than 6 and no less than 4 persons with an equal representation by each of AMYRIS and TOTAL. The Patent Committee shall investigate each Invention made in course of the R&D Activities with respect to which ownership is allocated under this Agreement and the identity of the inventors for each Invention (except where one Party solely controls the prosecution of the Invention under this Agreement). Patent applications relating to Inventions in MEV Pathway IP and Preapproved AMYRIS Tools IP (but not other AMYRIS Tools IP) may be filed by AMYRIS prior to obtaining such designation from the Patent Committee; however, AMYRIS’ preliminary designation will have to be reviewed and ratified by the Patent Committee. Any disagreement within the Patent Committee regarding a matter under their discretion shall be resolved under Section 12.1 hereunder. When investigating Inventions related to the Mevalonate Pathway, the Patent Committee shall identify if there is an aspect of this Invention, independent from the Mevalonate Pathway that could be separately filed as a patent.

Patent Committee. The parties shall form a joint Patent Committee to review the preparation and prosecution of patents arising from the Target Research. The Patent Committee shall include a patent attorney designated by each party and the chemistry program head designated by each party. All patent applications arising from the Target Research shall be evaluated in accordance with the following process: (a) The designated patent attorneys from each party shall advise the Executive Committee on inventorship issues related to patents arising from the Target Research. (b) Unless otherwise agreed, patents and patent applications owned by one party shall be drafted, filed, prosecuted and maintained by the party that owns the patent rights, as provided in Section 3.3.1 at that party's expense. The Patent Committee shall decide which party will draft and prosecute joint patents in consultation with the other party: the expenses for the drafting and prosecution of such patent shall be shared equally between the parties. In all cases, each party shall keep the other party informed as to the status and progress of all relevant patents and patent applications; and shall draft, file, prosecute and maintain joint patents and patent applications in consultation with the other party. (c) If there is a dispute between Signal and Organon related to patents arising from the Target Research, including, without limitation, issues regarding patent claims, the scope of patent claims; and inventorship, the parties shall refer the matter to an independent patent attorney acceptable to both parties for resolution.