Pfenex Technology Clause Samples

Pfenex Technology. (i) Pfenex Controls the Pfenex Patents listed in that certain memorandum exchanged between the Parties on the Signature Date and referencing this Agreement, and Pfenex has not granted any rights to any Third Party under the Pfenex Technology that conflicts with the rights granted to Hospira hereunder. None of the Pfenex Technology is or, to Pfenex’s Knowledge, has been the subject of any pending Proceeding with respect to inventorship challenges, interferences, reissues, reexaminations, inter partes review, post grant review, supplemental review, invalidation, opposition, cancellation, abandonment or any order or decree of any Governmental Authority restricting the use of such Pfenex Technology in connection with Product. To Pfenex’s Knowledge, none of the Pfenex [***] Certain information in this document has been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment has been requested with respect to the omitted portions. Technology is or has been the subject any threatened Proceeding of the types described in the immediately prior sentence. (ii) Neither Pfenex nor any of Pfenex’s Affiliates has received written notice from any Third Party claiming that the practice of the Pfenex Technology, its conduct of the Business, or development, making, using, sale, offer for sale, or import of Product infringes any patent claim of any Third Party or misappropriates or makes any unauthorized use of any intellectual property rights of any Third Party. (iii) To Pfenex’s Knowledge, no Third Party is infringing, misappropriating or making any unauthorized use of any Pfenex Technology, and there is no Proceeding or investigation in contemplation of a Proceeding by Pfenex pending or threatened against any Third Party related to the Pfenex Technology. (iv) None of the Pfenex Technology is subject to any outstanding decree, order, judgment or stipulation of a Governmental Authority against Pfenex, its Affiliates or, to Pfenex’s Knowledge, any other Person restricting in any manner the conduct of the Business or the development, making, use, sale, offer for sale or import of Product. (v) Other than the Dow Technology Licensing Agreement and Dow Technology Assignment Agreement, there are no contracts pursuant to which Pfenex in-licenses or otherwise has rights under any patent or intellectual property right of any Third Party that is material to the Business or Product or the Pfenex Technology. Pfenex has not out-licensed or otherwi...