PATENTS; PRIOR ART. As of the Option Exercise Date and to the best of Isis’ knowledge, it has the sufficient legal and/or beneficial title and ownership under the Isis Technology as is necessary to fulfill its obligations under this Agreement and to grant the licenses and options to license to Lilly pursuant to this Agreement. Isis is not aware of any communications alleging that it has violated or, by conducting its business as currently proposed under this Agreement, would violate any of the intellectual property rights of any Third Party;
PATENTS; PRIOR ART. Except as Ophidian has otherwise advised Lilly in writing, each of Ophidian and Lilly represents and warrants to the other that as of the Effective Date, to the best of its respective knowledge, it has sufficient legal and/or beneficial title and ownership under its intellectual property rights necessary for it to fulfill its obligations under this Agreement and that it is not aware of any communication alleging that it has violated or by conducting its business as contemplated by this Agreement would violate any of the intellectual property rights of any other person, and that to the best of its knowledge there is no material unauthorized use, infringement or misappropriation of any of its intellectual property rights relevant to this Agreement. Ophidian represents and warrants to Lilly that it has advised Lilly in writing of any and all Third Party licenses necessary for Ophidian to possess all necessary rights to all Third Party intellectual property rights known to Ophidian that are required for the manufacture, use and sale of the Bulk Drug Substance and the Drug Product, and has provided Lilly with a true and correct copy of any relevant license agreement. As used herein, "intellectual property rights" means all patent rights, copyrights, trademarks, trade secret rights, chemical and biological material rights and know-how rights necessary or useful to make use or sell the Bulk Drug Substance and/or Drug Product. Ophidian has, or will obtain at its sole cost, all necessary licenses to the Polson Patents (U.S. Patent Nos. 4,357,272 and 4,550,019), the Brookhaven Patent (U.S. Patent NO. 4,952,496) and the Cohox-Xxxxx xxxents now owned by Stanford University.
PATENTS; PRIOR ART. Except as USGN has otherwise advised Kidde in writing prior to the Effective Date, USGN represents and warrants to Kidde that as of the Effective Date, (a) it has sufficient legal and/or beneficial title and ownership under its intellectual property rights necessary for it to fulfill its obligations under this Agreement; (b) it has granted Kidde a license to all patents and patent applications which USGN owns or controls or has rights under in connection with the Products as of the Effective Date; and (c) there is no material unauthorized use, infringement or misappropriation of any of its intellectual property rights by Third Parties relevant to the Product or other rights granted under this Agreement. As used herein, "intellectual property rights" shall mean all patent rights, copyrights, trademarks, trade secrets, and confidential and/or proprietary chemical substances, biological materials, technical information, data and assays necessary or useful to make, use or sell the Product. USGN is not aware of any pending interference, opposition, cancellation or any other protest proceeding with respect to the USGN Patent Rights.
PATENTS; PRIOR ART. Except as Lilly has otherwise advised Versicor in writing prior to the Effective Date, Lilly represents and warrants to Versicor that as of the Effective Date, (a) to the best of its knowledge, it has sufficient legal and/or beneficial title and ownership under its intellectual property rights necessary for it to fulfill its obligations under this Agreement; (b) it has granted Versicor a license to all patents and patent applications (with the exception of the "Cal-Tech Patent Application" defined in the
PATENTS; PRIOR ART. Each party to this Agreement represents ------------- ------------------ and warrants that to the best of its knowledge, it has sufficient legal and/or beneficial title, ownership or license rights under its intellectual property rights necessary for its business as now conducted and as currently proposed to be conducted under the Project contemplated herein. Each party is not aware of any communications alleging that it has violated or, by conducting its business as currently proposed under the Project contemplated herein, would violate any of the intellectual property rights of any other person or entity relating to the research to be carried out under the Agreement. To the best of each party's knowledge, there is no material unauthorized use, infringement or misappropriation of any of its intellectual property rights by any third party. As used herein, the term "intellectual property rights" means all patent rights, copyrights, trademarks, trade secret rights, chemical and biological material rights, and know-how rights necessary or useful to make, use or sell any Products.
PATENTS; PRIOR ART. Except as CMI has otherwise advised EyeTech in writing, CMI represents and warrants to EyeTech that as of the Effective Date, to the best of its knowledge, it has sufficient legal and/or beneficial title and ownership under its intellectual property rights necessary for it to fulfill its obligations under this Agreement and that it is not aware of any communication alleging that it has violated or by conducting its business as contemplated by this Agreement would violate any of the intellectual property rights of any other person, and that to the best of its knowledge there is no material unauthorized use, infringement or misappropriation of any of its intellectual property rights relevant to this Agreement. As used herein, "intellectual property rights" shall mean all patent rights, copyrights, trademarks, trade secret rights, chemical and biological material rights and know-how rights necessary or useful to make, use or sell Product.
PATENTS; PRIOR ART. Except as each Party has otherwise advised the other Party in writing, each of Phytera and Lilly represents and warrants to the other that as of the Effective Date, to the best of its knowledge, it has sufficient legal and/or beneficial title and ownership under its intellectual property rights necessary for it to fulfill its obligations under this Agreement and that it is not aware of any communication alleging that it has violated or by conducting its business as contemplated by this Agreement would violate any of the intellectual property rights of any other person, and that to the best of its knowledge there is no material unauthorized use, infringement or misappropriation of any of its intellectual property rights relevant to this Agreement. As used herein, "intellectual property rights" means all patent rights, copyrights, trademarks, trade secret rights, chemical and biological material rights and know-how rights necessary or useful to make, use or sell Research Compounds and Products. Phytera further warrants and represents that prior to the date of this Agreement, no license or covenant not to xxx under any Phytera Patent in the Field has been granted to any Third
PATENTS; PRIOR ART. Generex represents and warrants that, to the best of Generex's belief, it has sufficient legal and/or beneficial title under Generex Patent Rights and Generex Know-How including any and all rights to the Generex Formulation, including the Device, as is necessary to grant the licenses contained herein. * * * *
PATENTS; PRIOR ART. Except as each party has otherwise advised the other party in writing, each of Vertex and Lilly represents and warrants to the other that as of the Effective Date, to the best of its knowledge, it has sufficient legal and/or beneficial title and ownership under its intellectual property rights necessary for it to fulfill its obligations under this Agreement and that it is not aware of any communication alleging that it has violated or by conducting its business as contemplated by this Agreement would violate any of the intellectual property rights of any other person, and that to the best of its knowledge there is no material unauthorized use, infringement or misappropriation of any of its intellectual property rights relevant to this Agreement. As used herein, "intellectual property rights" means all patent rights, copyrights, trademarks, trade secret rights, chemical and biological material rights and know-how rights necessary or useful to make, use or sell Bulk Drug Substance and/or Drug Product.
PATENTS; PRIOR ART. Except as each Party has otherwise advised the other Party in writing prior to the Commencement Date, each Party represents and warrants to the other Party that as of the Commencement Date, (a) to the best of its knowledge, it has sufficient legal and/or beneficial title and ownership under its intellectual property rights necessary for it to fulfill its obligations under this Agreement; and (b) to the best of its knowledge, there is no material unauthorized use, infringement, or misappropriation of any of its intellectual property rights by third parties relevant to the Program or other rights granted under this Agreement. As used herein, “intellectual property rights” shall mean all patent rights, copyrights, trademarks, trade secrets, and confidential and/or proprietary chemical substances, technical information, data and assays necessary or useful to the Program.
