Rights of Licensee Consortium Member Sample Clauses

Rights of Licensee Consortium Member. From and after the effective date of withdrawal of a Consortium Member, such Consortium Member shall cease to have any rights as a Consortium Member under this Agreement, including rights as a Licensee Consortium Member to any Program Know-How, Program Materials, Program Copyrights or Program Patent Rights arising after such effective date of withdrawal. However, except in the event of an involuntary withdrawal pursuant to Section 8.2, the withdrawing Consortium Member shall retain its rights as a Licensee Consortium Member in Background Know-How, Program Know-How, Program Materials, Program Copyrights and Program Patent Rights arising prior to the effective date of such withdrawal as provided in Articles IV and V and its rights under Article VII, provided that in the event that the remaining Consortium Members designate a successor Licensee Consortium Member(s), such successor(s) shall have a non-exclusive license to such Background Know-How, Program Know-How, Program Materials, Program Copyrights and Program Patent Rights to the extent necessary to enable such successor(s) to develop and commercialize products or services based upon Program Know-How, Program Materials, Program Copyrights and Program Patent Rights arising after the effective date of withdrawal. In the event of an involuntary withdrawal pursuant to Section 8.2, the withdrawing Consortium Member's rights as a Licensee Consortium Member in Background Know-How, Program Know-How, Program Materials, Program Copyrights and Program Patent Rights arising prior to the effective date of such withdrawal as provided in Articles IV and V shall terminate, effective as of the effective date of such withdrawal. In such event, the withdrawing Consortium Member shall transfer and assign to any successor Licensee Consortium Member(s) designated by the remaining Consortium Members all relevant biological materials and inventions arising from research and development work undertaken by such withdrawing Consortium Member as the Licensee Consortium Member prior to the effective date of withdrawal. In the event of any withdrawal of a Consortium Member, the remaining Consortium Member(s) shall negotiate in good faith to designate the successor Commercialization Party or Parties with respect to Program Know-How, Program Materials, Program Copyrights and Program Patent Rights arising after the effective date of any withdrawal pursuant to Section 8.1, or arising at
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Related to Rights of Licensee Consortium Member

  • Contracts (Rights of Third Parties) Xxx 0000 No term of this Agreement is enforceable under the Contracts (Rights of Third Parties) Xxx 0000 by a person who is not a party to this Agreement.

  • Termination of License Agreement Without limiting the generality of the foregoing, in the event that the License Agreement is terminated in accordance with its terms, this Agreement, including without limitation any Purchase Order(s) or Project Work Orders then-in-effect, shall automatically terminate in its entirety as of the effective date of termination of the License Agreement.

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

  • Sublicense Agreements Sublicenses shall be granted only pursuant to written agreements, which shall be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements shall contain, among other things, provisions to the following effect:

  • Termination of Licenses In the event of a termination of this Agreement by COMPANY pursuant to Article 9.2. 9.3 or 9.4 or by SELEXIS pursuant to Article 9.2 or 9.3, all and any rights and licenses granted under this Agreement shall terminate upon termination of this Agreement, except for the licenses which have become perpetual pursuant to Article 3.1.3.

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

  • Benefits of Agreement; No Third-Party Rights None of the provisions of this Agreement shall be for the benefit of or enforceable by any creditor of the Company or by any creditor of the Member. Nothing in this Agreement shall be deemed to create any right in any Person (other than Covered Persons) not a party hereto, and this Agreement shall not be construed in any respect to be a contract in whole or in part for the benefit of any third Person.

  • Marking of Licensed Products To the extent commercially feasible and consistent with prevailing business practices, Company shall xxxx, and shall cause its Affiliates and Sublicensees to xxxx, all Licensed Products that are manufactured or sold under this Agreement with the number of each issued patent under the Patent Rights that applies to such Licensed Product.

  • Enforcement of Licensed Patents Each party shall promptly notify the other in writing of any alleged or threatened infringement of any Patent included in the Licensed Patents of which such party becomes aware.

  • License Agreements (a) Each Borrower and Guarantor shall (i) promptly and faithfully observe and perform all of the material terms, covenants, conditions and provisions of the material License Agreements to which it is a party to be observed and performed by it, at the times set forth therein, if any, (ii) not do, permit, suffer or refrain from doing anything that could reasonably be expected to result in a default under or breach of any of the terms of any material License Agreement, (iii) not cancel, surrender, modify, amend, waive or release any material License Agreement in any material respect or any term, provision or right of the licensee thereunder in any material respect, or consent to or permit to occur any of the foregoing; except, that, subject to Section 9.19(b) below, such Borrower or Guarantor may cancel, surrender or release any material License Agreement in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor (as the case may be) shall give Agent not less than thirty (30) days prior written notice of its intention to so cancel, surrender and release any such material License Agreement, (iv) give Agent prompt written notice of any material License Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may request, (v) give Agent prompt written notice of any material breach of any obligation, or any default, by any party under any material License Agreement, and deliver to Agent (promptly upon the receipt thereof by such Borrower or Guarantor in the case of a notice to such Borrower or Guarantor and concurrently with the sending thereof in the case of a notice from such Borrower or Guarantor) a copy of each notice of default and every other notice and other communication received or delivered by such Borrower or Guarantor in connection with any material License Agreement which relates to the right of such Borrower or Guarantor to continue to use the property subject to such License Agreement, and (vi) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the material terms, covenants or provisions of any material License Agreement.

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