XenoMouse Technology Sample Clauses
The XenoMouse Technology clause defines the rights and obligations related to the use, ownership, and licensing of the XenoMouse platform, a proprietary technology for generating fully human antibodies in mice. This clause typically outlines which party holds the intellectual property rights to the technology, the permitted scope of use (such as research, development, or commercialization), and any restrictions or requirements for sublicensing. By clearly delineating these terms, the clause ensures both parties understand how the XenoMouse Technology can be utilized, thereby preventing disputes over ownership and use, and facilitating smooth collaboration or technology transfer.
XenoMouse Technology. (a) XT or its licensor, as they may agree, shall have responsibility for preparing, filing, prosecuting and maintaining patents and patent applications worldwide relating to the XenoMouse Technology and conducting any interferences, oppositions, reexaminations, or requesting reissues or patent term extensions with respect to the XenoMouse Technology. XT shall keep Licensee reasonably informed as to the status of such patent matters, including without limitation, by providing Licensee the opportunity to review and comment on any substantive documents which will be filed in any patent office, and providing Licensee copies of any substantive documents received by XT from such patent offices including notice of all interferences, [***] Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions. reexaminations, oppositions or requests for patent term extensions. Licensee shall cooperate with and assist XT in connection with such activities, at XT's request and expense.
(b) In the event that Licensee becomes aware that any XenoMouse Technology necessary for the practice of the license granted herein is infringed or misappropriated by a third party or is subject to a declaratory judgment action arising from such infringement, Licensee shall promptly notify XT and XT shall thereafter promptly notify the owner of such intellectual property. XT or its licensor, as they may agree, shall have the exclusive right to enforce, or defend any declaratory judgment action, at its expense, involving any XenoMouse Technology. In such event, XT shall keep Licensee reasonably informed of the progress of any such claim, suit or proceeding. Any recovery received by XT as a result of any such claim, suit or proceeding shall be used first to reimburse XT for all expenses (including attorneys, and professional fees) incurred in connection with such claim, suit or proceeding, and the remainder divided [***] between XT and Licensee, only to the extent that such recovery is related to the Products.
XenoMouse Technology. Subject to the license grants to AZ under this Agreement, as between the Parties, ABX shall own and retain all right, title and interest in and to all XenoMouse Technology (together with all Patent Rights and other intellectual property rights therein). AZ shall promptly disclose to ABX in writing, and shall cause its Affiliates to so disclose, the conception or generation of any XenoMouse Technology, and shall, and does hereby, assign, and shall cause its Affiliates to so assign, to ABX, without additional compensation, all of their right, title and interest in and to any XenoMouse Technology (together with all Patent Rights and other intellectual property rights therein).