Patent License Option Sample Clauses

Patent License Option. Subject to the terms and conditions of this Agreement, FOUNDATION hereby grants to Sponsor an exclusive option to obtain a commercial license described in this Section 7.c (the “Option”). The Option may be exercised by Sponsor providing FOUNDATION with express written notice of exercise at any time during the period commencing on the date Sponsor receives an Option Notice and ending one hundred eighty (180) days thereafter (the “Option Period”). Subject to the terms and conditions of this Agreement, (a) if Sponsor has timely exercised an Option in accordance with this Section 7.c, then the parties shall negotiate in good faith and attempt, through the date that is sixty (60) days following the date of the timely exercise by Sponsor of such Option, to reach mutual, non-binding agreement on the material terms pursuant to which FOUNDATION would grant to Sponsor an exclusive or non-exclusive, worldwide, royalty-bearing license (with the right to grant sublicenses) under the applicable FOUNDATION New Technology and all intellectual property rights therein and thereto to develop, make, have made, use, offer for sale, sell and import products and/or services, and (b) if the parties timely reach mutual, non-binding agreement on such material terms, then the parties shall negotiate in good faith and attempt, through the date that is ninety (90) days following the date of the non-binding agreement on the material terms, to reach mutual agreement on, duly execute and deliver the final binding definitive agreement pursuant to which FOUNDATION would grant to Sponsor an exclusive or non-exclusive (as mutually agreed in writing by the parties), worldwide, royalty-bearing license (with the right to grant sublicenses) under such FOUNDATION New Technology and all intellectual property rights therein and thereto to develop, make, have made, use, offer for sale, sell and import products or services. Any such final binding definitive agreement would be on terms and conditions mutually acceptable to the parties and would include terms and conditions as are customary in the industry for therapeutic products. If Sponsor fails to timely exercise an Option in accordance with Section 7.c, or the parties fail to timely reach mutual, non-binding agreement on material terms in accordance with Section 7.c, or the parties fail to timely reach mutual agreement on, duly execute and deliver a final binding definitive agreement in accordance with Section 7.c, then such Option shall terminate...
Sample 1
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Patent License Option 
Sample 1

Related to Patent License Option

  • PATENT LICENSE AGREEMENT EXCLUSIVE PHS and Licensee agree as follows:

  • Patent License Licensor hereby grants to Licensee an exclusive, royalty-bearing, non-transferable license under the Licensed Patents to make, offer to sell, sell and export Licensed Products within the Field of Use and subject to the Field of Use Restrictions. This license shall not include the right to grant sublicenses.

  • Patent Licenses (a) Upon payment of the applicable fees as set forth in Appendix B3 and subject to the provisions of this Agreement, Lucent hereby grants to Company during the License Term, a personal, non-transferable (except as permitted in Section 5.08) and non-exclusive license (without any right to sublicense) under (a) patents and/or patent applications listed in Appendix C, (b) patents on sole inventions (as defined in Section 2.03(a) owned by Lucent, to (i) perform the Development Project during the Development Period, and (ii) to make, have made, use, lease, sell, offer to sell and import Licensed Product.

  • Trademark License Agreement Buyer shall have executed and delivered to Sellers the Trademark License Agreement.

  • Trademark License (a) Reuters and TSI acknowledge that Reuters has, pursuant to the Existing License Agreement, assigned to TSI all of its (and TFT’s) right, title and interest in and to the Transferred TIB-Related Marks and all goodwill associated therewith. Reuters hereby continues to assign to TSI any right, title and interest that it may have or obtain in the Transferred TIB-Related Marks or the goodwill associated therewith. At TSI’s sole expense, Reuters shall perform such acts and execute such documents as are reasonably required to perfect the foregoing assignment and obtain and enforce trademark, service xxxx and other similar rights in the Transferred TIB-Related Marks. TSI hereby grants to Reuters a perpetual, royalty-free, irrevocable, worldwide right and license in favor of Reuters and its Affiliates to use Transferred TIB-Related Marks in connection with the marketing, use, sale and distribution of any of Reuters’ and their Affiliates’ respective products or the provision by Reuters or their Affiliates of any services. Reuters and its Affiliates’ right to use such Transferred TIB-Related Marks shall be only in conformance with TSI’s trademark usage guidelines delivered to Reuters from time to time, which guidelines shall be reasonable and shall not be inconsistent with the scope of the license herein granted and shall not become effective prior to thirty (30) days after notice thereof has been given by TSI. TSI shall maintain the right to substitute any alternative trademark to the Transferred TIB-Related Marks in the event such Transferred TIB-Related Xxxx is held to infringe any other xxxx; provided that, if TSI advises either or both of Reuters in writing of an alleged infringement, Reuters will be responsible for any and all losses, liabilities, damages, costs and expenses assessed or incurred as a result of such actual or alleged infringement that accrue on or after the date of such notice.

  • Development License A non-transferable (except as provided in Section 17.1 (Assignment)), sublicensable (subject to Section 11.2.5 (Voyager Sublicense Rights)), worldwide, non-exclusive, royalty-free license under the Genzyme Technology, Genzyme Collaboration Technology and Genzyme’s interest in the Joint Collaboration Technology to (a) Develop the Split Territory Licensed Products and conduct such Split Territory Licensed Program inside and outside the Voyager Territory for Commercialization of such Split Territory Agreement Products in the Field in the Voyager Territory, and (b) Manufacture the Split Territory Licensed Products inside or outside of the Voyager Territory for the purposes of such Development, in each case (a) and (b) as and to the extent set forth in any Global Development Plan or Voyager Territory Development Plan.

  • Trademark Licenses The parties hereby grant to each other non-exclusive, fully-paid, royalty-free licenses to utilize the other party’s trademarks, as follows:

  • Licensed Patent Rights The term “Licensed Patent Rights” shall mean rights arising out of or resulting from:

  • Patent Rights The term “

  • Copyrights, Patents, Trademarks and Licenses, etc The Company and each Subsidiary own or are licensed or otherwise have the right to use all of the material patents, trademarks, service marks, trade names, copyrights, contractual franchises, authorizations and other rights that are reasonably necessary for the operation of their respective businesses, without material conflict with the rights of any other Person. To the best knowledge of the Company, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Company or any Subsidiary infringes upon any rights held by any other Person. Except as specifically disclosed in Schedule 6.5, no claim or litigation regarding any of the foregoing is pending or, to the knowledge of the Company, threatened, and no patent, invention, device, application, principle or any statute, law, rule, regulation, standard or code is pending or, to the knowledge of the Company, proposed, which, in either case, would reasonably be expected to have a Material Adverse Effect.

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