CROSS LICENSE AGREEMENT
THIS CROSS LICENSE AGREEMENT ("License Agreement"), dated as
of October 31, 1997, is made by and among XXXXXXX-XXXXXXX COMPANY, a California
corporation ("Xxxxxxx-Xxxxxxx"); STELLEX MICROWAVE SYSTEMS, INC., formerly knows
as X-X TSMD INC., a California corporation and a wholly-owned subsidiary of
Xxxxxxx-Xxxxxxx ("X-X TSMD"); and TSMD ACQUISITION CORP., a Delaware corporation
("TSMD Acquisition").
RECITALS
WHEREAS, the parties have entered into a Stock Purchase
Agreement dated as of August 29, 1997 ("Purchase Agreement"), whereby TSMD
Acquisition has agreed to purchase, and Xxxxxxx-Xxxxxxx has agreed to sell, all
of the outstanding stock of X-X TSMD; and
WHEREAS, pursuant to the Purchase Agreement, Xxxxxxx-Xxxxxxx
has transferred and assigned to X-X TSMD certain patents and patent applications
used in or related to the business of X-X TSMD; and
WHEREAS, Xxxxxxx-Xxxxxxx desires to be licensed to the
patents and patent applications transferred to X-X TSMD; and
WHEREAS, X-X TSMD and TSMD Acquisition desire to be licensed
to certain patents and patent applications retained by Xxxxxxx-Xxxxxxx; and
WHEREAS, the execution of this License Agreement is a
condition to the closing of the purchase and sale of the outstanding stock of
X-X TSMD under the Purchase Agreement;
NOW, THEREFORE, in consideration of the mutual covenants and
promises contained herein, the parties agree as follows:
1. DEFINITIONS
For all purposes of this License Agreement, except as
otherwise expressly provided:
(a) the terms defined in this Section 1 have the
meanings assigned to them in this Section 1 and include the
plural as well as the singular;
(b) all references in this License Agreement to designated
"Sections," "Paragraphs," and other subdivisions are to the designated Sections,
Paragraphs and other subdivisions of the body of this License Agreement;
----------
*Indicates that certain material has been omitted pursuant to a request for
confidential treatment. Such material is contained in a copy of this
document provided to the Securities and Exchange Commission.
1
(c) pronouns of either gender or neuter shall include,
as appropriate, the other pronoun forms; and
(d) the words "herein," "hereof" and "hereunder" and other
words of similar import refer to this License Agreement as a whole and not to
any particular Article, Section or other subdivision.
As used in this License Agreement and the Exhibits and
Schedules delivered pursuant to this License Agreement, the following
definitions shall apply:
"Action" means any action, complaint, petition, investigation,
suit or other proceeding, whether civil or criminal, in law or in equity, or
before any arbitrator or Governmental Entity.
"Affiliate" means a Person that directly, or indirectly
through one or more intermediaries, controls, or is controlled by, or is under
common control with, a specified Person.
"Circuit Assembly" means (a) a circuit or a circuit system,
including hardware and/or software, in which one or more Semiconductor Devices
and/or one or more Integrated Circuits are interconnected by a printed circuit
board, printed wiring board, multichip model or otherwise, in one or more paths
(including passive circuit elements, if any), for performing electrical
functions, and (b) a combination of such circuits or circuit systems and (c) if
provided therewith, I/O devices or housing and/or supporting means therefor.
"Closing" means the consummation of the purchase and sale of
all the stock of X-X TSMD under the Purchase Agreement.
"Effective Date" means the date of Closing.
"Excluded TSMD Products" means modular subsystems, microwave
devices and electronic equipment that are used in defense and space applications
including, but not limited to: (i) guided missile systems; (ii) intelligence and
surveillance applications; (iii) electronic warfare and radar; (iv) military and
commercial satellites; and (v) commercial test and measurement equipment.
Notwithstanding the foregoing, Excluded TSMD Products shall not include
intelligence systems manufactured by Xxxxxxx-Xxxxxxx'x Telecommunications Group
in Gaithersburg, Maryland, and designed to intercept communications signals.
"Excluded Xxxxxxx-Xxxxxxx Patents" means the patents listed on
Schedule 1 and any patent applications filed after the Effective Date and before
the first anniversary of the Effective Date that are wholly unrelated to the
Business and that are excluded with the written consent of TSMD Group, which
consent shall not be unreasonably withheld.
2
"Gallium Arsenide Part" means a wafer, die or dice comprising
one or more layers of gallium arsenide, on which is implemented one or more
transistors or diodes.
"GaAs/Thin Film Agreement" means the Gallium Arsenide
and Thin Film Supply and Services Agreement between the parties
of even date herewith.
"Governmental Entity" means any government or any agency,
bureau, board, commission, court, department, official, political subdivision,
tribunal or other instrumentality of any government, whether federal, state or
local, domestic or foreign.
"Integrated Circuit" means an integral unit comprising a
plurality of active and/or passive circuit elements associated on one or more
substrates, such unit forming, or contributing to the formation of, a circuit
for performing electrical functions including, but not limited to, microwave
integrated circuits, and, if provided therewith, housing and/or supporting means
therefor.
"Licensee" means Xxxxxxx-Xxxxxxx, X-X TSMD or TSMD, as
the case may be.
"Licensor" means Xxxxxxx-Xxxxxxx, X-X TSMD or TSMD, as the
case may be, and, in each case, shall include Affiliates of such party.
"Patents" means TSMD Patents or Xxxxxxx-Xxxxxxx
Patents, as the case may be.
"Person" means an association, a corporation, an individual, a
partnership, a trust or any other entity or organization, including a
Governmental Entity.
"Semiconductor Device" means a device and any material
therefor, comprising a body of one or more Semiconductor Materials and one or
more electrodes associated therewith, and, if provided therewith, housing and/or
supporting means therefor.
"Semiconductor Material" means any material whose conductivity
is intermediate to that of metals and insulators at room temperature and whose
conductivity, over some temperature range, increases with increases in
temperature. Such materials shall include, but not be limited to, refined
products, reaction products, reduced products, mixtures and compounds.
"Thin Film Part" means any component, interconnect, wafer,
substrate, die or dice comprising one or more layers of thin film material such
as tantalum nitride and/or gold.
"TSMD Group" means X-X TSMD and TSMD Acquisition,
collectively.
3
"TSMD Licensed Products" means: (a) products, technology and
services related to the design, development, manufacture, testing and sale of
electronic devices and equipment; (b) Circuit Assemblies, Integrated Circuits,
Semiconductor Devices and Semiconductor Material; (c) materials used to
manufacture, house, mount, interconnect or package (a) and (b); all of the above
excluding Excluded Xxxxxxx-Xxxxxxx Products.
"TSMD Patents" means (a) all patent applications filed in any
country of the world and patents issued or issuing thereon, owned or controlled
by, or licensed to with the right to sublicense, X-X TSMD, TSMD Acquisition or
their Affiliates that have a first effective filing date prior to the first
anniversary of the Effective Date; (b) all continuations, continuations-in-part,
patents of addition, divisionals, reexamination certificates, reissues or
extensions, including supplemental protection certificates, of any of (a) above;
and (c) all foreign counterparts applied for, issued or issuing on any of (a) or
(b) above.
"Xxxxxxx-Xxxxxxx Licensed Products" means (a) products,
technology and services related to the design, development, manufacture, testing
and sale of electronic devices and equipment; (b) Circuit Assemblies, Integrated
Circuits, Semiconductor Devices and Semiconductor Material; (c) materials used
to manufacture, house, mount, interconnect or package (a) and (b); all of the
above excluding Excluded TSMD Products.
"Xxxxxxx-Xxxxxxx Patents" means (a) all patent applications
filed in any country of the world and patents issued or issuing thereon, owned
or controlled by, or licensed to with the right to sublicense, Xxxxxxx-Xxxxxxx
or its Affiliates that have a first effective filing date prior to the first
anniversary of the Effective Date; (b) all continuations, continuations-in-part,
patents of addition, divisionals, reexamination certificates, reissues or
extensions, including supplemental protection certificates, of any of (a) above;
and (c) all foreign counterparts applied for, issued or issuing on any of (a) or
(b) above. Xxxxxxx-Xxxxxxx Patents shall not include the Excluded
Xxxxxxx-Xxxxxxx Patents.
2. LICENSE GRANTS
2.1 Grant by Xxxxxxx-Xxxxxxx.
Subject to the terms and conditions of this License Agreement,
Xxxxxxx-Xxxxxxx hereby grants to TSMD Acquisition and to X-X TSMD non-exclusive,
non-transferable, worldwide royalty-free, fully paid up, perpetual licenses or
sublicenses, as the case may be, without the right to sublicense (except as
provided in Section 2.3), under Xxxxxxx-Xxxxxxx Patents, to make, to have made,
to use, to import, to export, to sell (either directly or
4
indirectly) or to offer to sell (either directly or indirectly), to lease and to
otherwise dispose of TSMD Licensed Products, to do such other acts in regard to
TSMD Licensed Products as may, during the term of such licenses, be within the
scope of the patent grant and to have made and/or use any equipment, or practice
any method or process for the manufacture and sale thereof of TSMD Licensed
Products; provided, however, that with regard to the manufacture of Gallium
Arsenide Parts, such licenses shall be limited to the production of Gallium
Arsenide Parts for use in Integrated Circuits or Circuit Assemblies sold by TSMD
Acquisition or X-X TSMD.
2.2 Grant by TSMD Group.
Subject to the terms and conditions of this License Agreement,
TSMD Acquisition and X-X TSMD each hereby grants to Xxxxxxx-Xxxxxxx
non-exclusive, non-transferable, worldwide royalty-free, fully paid up,
perpetual licenses or sublicenses, as the case may be, without the right to
sublicense (except as provided in Section 2.3), under TSMD Patents, to make, to
have made, to use, to import, to export, to sell (either directly or indirectly)
or to offer to sell (either directly or indirectly), to lease and to otherwise
dispose of X-X Licensed Products, to do such other acts in regard to X-X
Licensed products as may, during the term of such licenses, be within the scope
of the patent grant and to have made and/or use any equipment, or practice any
method or process for the manufacture and sale thereof of X-X Licensed Products;
provided, however, that the licenses granted hereunder for the manufacture of
Thin Film Parts shall be limited to the manufacture of Thin Film Parts for use
in Integrated Circuits and Circuit Assemblies sold by Xxxxxxx-Xxxxxxx.
Notwithstanding the foregoing, Xxxxxxx-Xxxxxxx shall be licensed to sell Thin
Film Parts to third parties upon the effective date of the termination of the
GaAs\Thin Film Supply Agreement if such termination is caused by the election or
default of TSMD Acquisition or X-X TSMD.
2.3 Sublicense Rights.
Each party shall have the right to grant sublicenses of the
licenses granted hereunder to its Affiliates upon the condition that such
Affiliates are bound by the terms and conditions of this License Agreement and
that the patents of such Affiliates, covering both utility models and design
patents, and applications therefor having a filing date prior to the first
anniversary of the Effective Date, shall be included in that party's grant of
license rights hereunder. A sublicense to a party's Affiliate shall be effective
only during the time period when the business entity meets all requirements of
an Affiliate.
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3. THIRD PARTY-PARTY LICENSES
3.1 Rights under Third-Party Licenses.
Each Licensor shall have the following obligations to ensure
that a Licensee shall have all rights under third-party license agreements
contemplated by the license granted hereunder:
(a) In the event that a Licensor elects to terminate or not to
exercise an option to extend a third-party license agreement for any reason,
Licensor shall take all such actions as may be reasonably necessary to enable
Licensee to step-in and assume the rights and obligations of the Licensor under
such third-party license agreement.
(b) In the event that Licensor receives notice that it is in
breach of a third-party license agreement, Licensor shall give prompt notice to
Licensee and take all actions as are reasonably necessary to cure, or to assist
Licensee in curing, such breach.
(c) In the event that Licensor receives notice that a
third-party licensor proposes to terminate or has terminated a third-party
license agreement, Licensor shall give prompt notice to Licensee and, if
requested by Licensee, shall use commercially reasonable efforts to assist
Licensee in negotiating a license with the third-party licensor.
(d) Schedule 2 includes a complete list of each third-party
license agreement to which each Licensor is a party and for which such Licensor
has sublicensing rights. Each Licensor will provide, within 30 days after the
Effective Date a revised Schedule 2 setting forth all royalties, license fees,
milestone payments, and similar payments due to any third party for which
Licensee may become obligated under Section 3.2, which Schedule 2 shall be
updated on a semi-annual basis.
3.2 Obligations to Third Parties.
(a) Each Licensee receiving sublicense rights hereunder shall
be responsible for any payments or other obligations of a sublicensee arising
under third-party license agreements in connection with the commercialization of
a Licensed Product by such Licensee, its Affiliates and sublicensees. Such
Licensee shall provide to Licensor copies of all royalty reports required to be
delivered under a third-party license agreement.
(b) Each Licensee shall be responsible for any incremental
payments that may result from Licensor granting to or obtaining for Licensee
sublicense rights in any third-party license agreement to which such Licensee
has consented (last of consent to negate any such sublicense rights).
6
4. PATENT PROSECUTION AND LITIGATION
4.1 Patent Prosecution.
Each party shall have the responsibility, but not the
obligation, for preparing, filing, prosecuting and maintaining its own Patents
worldwide and conducting any interferences, oppositions, reexaminations, or
requesting reissues or patent term extensions with respect to such Patents.
4.2 Patent Enforcement.
Subject to the indemnification provisions of the Purchase
Agreement, each Party shall have the exclusive right, but not the obligation, at
its own expense, to enforce its own Patents in any proceeding or to defend its
own Patents against any declaratory judgment action. Such party shall have the
right to retain any recovery received as a result of any such claim, suit or
proceeding.
4.3 Infringement Claims.
If the development, production, sale or use of any Licensed
Product pursuant to this License Agreement results in any claim or Action
alleging patent infringement against a Licensee (or its Affiliates), the
Licensee shall have the exclusive right to defend and control the defense of any
such claim or Action, at its own expense subject to the indemnification
provisions of the Purchase Agreement. Licensor shall have the right, but not the
obligation, to participate in such defense, at its expense, and Licensee agrees
to reasonably consult and cooperate with Licensor in that regard. Licensee shall
not be entitled as part of the settlement of any such claim or Action, to admit
the invalidity of another party's Patents without that other party's written
consent.
4.4 Patent Marking.
Licensee agrees to xxxx and have its Affiliates and
sublicensees xxxx all products licensed pursuant to this License Agreement in
accordance with the applicable statutes or regulations in the country or
countries of manufacture and sale thereof.
5. REPRESENTATIONS and WARRANTIES
5.1 Representations of Each Party.
Each party represents and warrants that:
(i) it has the full right and authority to enter
into this License Agreement and grant each of the rights,
licenses and sublicenses that it has granted herein;
7
(ii) as of the Effective Date, it will not have in
effect any grant, and will not grant in the future, any rights inconsistent or
in conflict with the rights, licenses and sublicenses granted or to be granted
herein, nor does any of its Affiliates have any rights inconsistent, or in
conflict with the rights, licenses and sublicenses granted or to be granted
herein by a party;
(iii) as of the Effective Date there are no
existing or threatened actions, suits or claims pending against such party with
respect to its Patents or the right of such party to enter into and perform its
obligations under this License Agreement;
(iv) except with regard to Xxxxxxx-Xxxxxxx'x
assignment to X-X TSMD of certain intellectual property, including patents and
patent applications, pursuant to the Purchase Agreement, it has made no grant,
assignment, transfer, license or sublicense, or taken any other action with
respect to any invention, patent or patent application (other than actions in
the normal course of patent prosecution) which would have been included in the
license to Patents hereunder but for such grant, assignment, transfer, license,
sublicense or action.
5.2 Disclaimer.
EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT OR
THE PURCHASE AGREEMENT, EACH PARTY MAKES NO REPRESENTATIONS AND EXTENDS NO
WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED
TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR VALIDITY
OR ENFORCEABILITY OF PATENTS OR CLAIMS THEREOF ISSUED OR PENDING.
6. EFFECTIVE DATE, TERM AND TERMINATION
6.1 Effectiveness.
This License Agreement shall become effective on the Effective
Date, and the licenses granted hereunder shall be in full force and effect as of
such date.
6.2 Term.
This License Agreement shall continue in full force and effect
until the expiration of the last to expire Patent.
6.3 Termination. If any party commits a material breach of
this License Agreement and does not correct such breach within forty-five (45)
days after written notice complaining thereof is given to such party, this
License Agreement may be terminated forthwith by written notice to that effect
from the complaining party. The licenses granted hereunder shall survive such
termination of this License Agreement for the life or lives
8
of the Xxxxxxx-Xxxxxxx Patents or TSMD Patents, as the case
may be.
6.4 Bankruptcy.
This License Agreement is a license for "Intellectual
Property" as that term is defined under Section 365(n) of the Bankruptcy Code.
7. MISCELLANEOUS
7.1 Assignment.
This License Agreement and the licenses granted hereunder may
not be assigned, except by a party to (a) an Affiliate of such party or (b) an
entity that acquires all or substantially all of the assets of such party;
provided, however, than any acquiring entity shall agree in writing to be bound
by the terms of this License Agreement. The terms and conditions of this License
Agreement shall be binding on and inure to the benefit of the permitted
successors and assigns of the parties. Assignment by either party of any of its
Patents shall not affect the license rights acquired herein to such Patent(s),
and any such assignment shall be subject to the continuing license rights of the
other party.
7.2 Amendments; Waivers.
This License Agreement and any schedule or exhibit attached
hereto may be amended only by agreement in writing of all parties. No waiver of
any provision nor consent to any exception to the terms of this License
Agreement or any agreement contemplated hereby shall be effective unless in
writing and signed by the party to be bound and then only to the specific
purpose, extent and instance so provided.
7.3 Schedules; Exhibits; Integration.
Each schedule and exhibit delivered pursuant to the terms of
this License Agreement shall be in writing and shall constitute a part of this
License Agreement, although schedules need not be attached to each copy of this
License Agreement. This License Agreement, together with such schedules and
exhibits, constitutes the entire agreement among the parties pertaining to the
subject matter hereof and supersedes all prior agreements and understandings of
the parties in connection therewith, except for the Purchase Agreement.
7.4 Governing Law.
This License Agreement, the legal relations between the
parties and any Action, whether contractual or non-contractual, instituted by
any party with respect to matters arising under or
9
growing out of or in connection with or in respect of this License Agreement,
including, but not limited to, the negotiation, execution, interpretation,
coverage, scope, performance, breach, termination, validity, or enforceability
of this License Agreement, shall be governed by and construed in accordance with
the patent laws of the United States, Title 35 U.S. Code, and the laws of the
State of California applicable to contracts made and performed in such State and
without regard to conflicts of law doctrines, except to the extent that certain
matters are preempted by federal law or are governed as a matter of controlling
law by the law of the jurisdiction of incorpora tion of the respective parties.
7.5 Headings.
The descriptive headings of the Articles, Sections and
subsections of this License Agreement are for convenience only and do not
constitute a part of this License Agreement.
7.6 Notices.
Any notice or other communication hereunder must be given in
writing and (a) delivered in person, (b) transmitted by telex, telefax or
telecommunications mechanism (provided that any notice so given is also mailed
or delivered as provided in clause (c)) or (c) mailed by certified or registered
mail, postage prepaid, receipt requested or delivered by reputable overnight
courier service as follows:
If to Xxxxxxx-Xxxxxxx, addressed to:
Xxxxxxx-Xxxxxxx Company
Stanford Research Park
0000 Xxxxxxxx Xxxxxx
Xxxx Xxxx, XX 00000-0000
Facsimile: 000-000-0000
Attn: Vice President and Chief Financial Officer
If to X-X TSMD or TSMD Acquisition, addressed to:
TSMD Acquisition Corp.
c/o Mentmore Holdings, Inc.
0000 Xxxxxxxx, 00xx Xxxxx
Xxx Xxxx, XX 00000-0000
Facsimile: 212-
Attn: Xxxxxxx X. Xxxxxxxx, Esq.
10
With a copy to:
O'Melveny & Xxxxx
Embarcadero Center West
000 Xxxxxxx Xxxxxx
Xxx Xxxxxxxxx, XX 00000-0000
Facsimile: 000-000-0000
or to such other address or to such other person as either party shall have last
designated by such notice to the other party. Each such notice or other
communication shall be effective (i) if given by telecommunication, when
transmitted to the applicable number so specified in (or pursuant to) this
Section 9.11 and an appropriate answerback is received, (ii) if given by mail or
by overnight delivery, three days after such communication is deposited in the
mails with first class postage prepaid or delivered to the overnight courier,
addressed as aforesaid or (iii) if given by any other means, when actually
delivered at such address.
7.7 Remedies; Waiver.
To the extent permitted by Law, all rights and remedies
existing under this License Agreement and any related agreements or documents
are cumulative to and not exclusive of, any rights or remedies otherwise
available under applicable Law. No failure on the part of any party to exercise
or delay in exercising any right hereunder shall be deemed a waiver thereof, nor
shall any single or partial exercise preclude any further or other exercise of
such or any other right.
7.8 Attorney's Fees.
In the event of any Action by any party arising under or out
of, in connection with or in respect of, including any participation in
bankruptcy proceedings to enforce against a party a right or claim in such
proceedings, the prevailing party shall be entitled to reasonable attorney's
fees, costs and expenses incurred in such Action. Attorney's fees incurred in
enforcing any judgement in respect of this License Agreement are recoverable as
a separate item. The parties intend that the preceding sentence be severable
from the other provisions of this License Agreement, survive any judgment and,
to the maximum extent permitted by law, not be deemed merged into such judgment.
7.9 Representation By Counsel; Interpretation.
Xxxxxxx-Xxxxxxx and the TSMD Group each acknowledge that each
party to this License Agreement has been represented by counsel in connection
with this License Agreement and the transactions contemplated by this License
Agreement. Accordingly, any rule of Law, including but not limited to
11
Section 1654 of the California Civil Code, or any legal decision that would
require interpretation of any claimed ambiguities in this License Agreement
against the party that drafted it has no application and is expressly waived.
The provisions of this License Agreement shall be interpreted in a reasonable
manner to effect the intent of the parties.
7.10 Specific Performance.
The parties to this License Agreement acknowledge that, in
view of the uniqueness of the transactions contemplated by this License
Agreement, each party would not have an adequate remedy at law for money damages
in the event that this License Agreement has not been performed in accordance
with its terms, and therefore agrees that the other party shall be entitled to
specific enforcement of the terms hereof in addition to any other remedy to
which it may be entitled, at law or in equity.
7.11 Severability.
If any provision of this License Agreement is determined to be
invalid, illegal or unenforceable by any Governmental Entity, the remaining
provisions of this License Agreement shall remain in full force and effect
provided that the essential terms and conditions of this License Agreement for
the parties remain valid, binding and enforceable.
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IN WITNESS WHEREOF, each of the parties hereto have caused
this License Agreement to be executed by its duly authorized representative as
of the date first above written.
XXXXXXX-XXXXXXX COMPANY
By: /s/ W. Xxxxx Xxxxxxx
--------------------------
Name: W. Xxxxx Xxxxxxx
------------------------
Title: President and CEO
------------------------
STELLEX MICROWAVE SYSTEMS, INC.
By: /s/ Xxxxxxx X. Xxxxxx
--------------------------
Name: Xxxxxxx X. Xxxxxx
------------------------
Title: Treasurer
------------------------
TSMD ACQUISITION CORP.
By: /s/ Xxxxxxx X. Xxx
--------------------------
Name: Xxxxxxx X. Xxx
-----------------------
Title: Vice President
-----------------------
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SCHEDULE 1 TO LICENSE AGREEMENT
EXCLUDED PATENTS/PATENT APPLICATIONS/INVENTION DISCLOSURES
The following are excluded from license or transfer to TSMD:
(a)
Reference No. Title/First Named Inventor Serial No./ Patent No./
Filing Date Issue Date
A-16178-6/AJT LOW TEMPERATURE CHEMICAL VAPOR DEPOSITION OF SILICON USSN 07/068,727 US 4,845,054
DIOXIDE Filed 06/29/87 Issued 07/04/89
A-16178-7/AJT CVD REACTOR AND GAS INJECTION SYSTEM USSN 07/044,326 US 4,834,022
Filed 10/27/87 Issued 05/30/89
*
A-44048/AJT ATMOSPHERIC PRESSURE CHEMICAL VAPOR DEPOSITION USSN 07/128,806 US 4,834,020
APPARATUS AND METHOD; Xxxxxxxxxxx Filed 12/04/87 Issued 05/03/89
A-44153/AJT CLEAN ROOM ROBOT; Xxxxxxx USSN 07/089,591 US 4,787,813
08/26/87 Issued 11/29/88
*
SCHEDULE 1 TO PATENT CROSS LICENSE AGREEMENT
EXCLUDED PATENTS/PATENT APPLICATIONS/INVENTION DISCLOSURES October 30, 1997
1
Reference No. Title/First Named Inventor Serial No./ Patent No./
Filing Date Issue Date
*
A-52244/AJT ELECTRICALLY INSULATED PIPE COUPLING APPARATUS; Gralenski USSN 07/570,122 US 5,088,773
Filed 08/17/90 Issued 02/18/92
A-52353/AJT/WSG INJECTOR AND METHOD FOR DELIVERING GASEOUS CHEMICALS TO A USSN 07/542,243 US 5,136,975
SURFACE; Xxxxxxxxxxx Filed 06/21/90 Issued 08/11/92
A-52354/AJT/WSG SELF CLEANING ORIFICE; Kamian USSN 07/513,807 US 5,113,789
Filed 04/24/90 Issued 05/19/92
*
A-53836/AJT LIQUID SOURCE BUBBLER; Richie USSN 07/601,270 US 5,078,922
Filed 10/22/90 Issued 01/07/92
*
A-53859/AJT LIQUID LEVEL SENSOR ASSEMBLY; Xxxxxxxx USSN 07/601,408 US 5,029,471
Filed 10/23/90 Issued 07/09/91
*
SCHEDULE 1 TO PATENT CROSS LICENSE AGREEMENT
EXCLUDED PATENTS/PATENT APPLICATIONS/INVENTION DISCLOSURES October 30, 1997
2
Reference No. Title/First Named Inventor Serial No./ Patent No./
Filing Date Issue Date
*
A-56598/AJT HEATER FOR PROCESSING GASES; Xxxxxxx USSN 07/971,490 US 5,377,300
Filed 11/04/92 Issued 12/27/94
A-56818/AJT LOW PHASE NOISE REFERENCE OSCILLATOR; Xxxxx USSN 08/091,615 US 5,341,110
Filed 07/14/93 Issued 08/23/94
*
A-58019/AJT CHEMICAL VAPOR DEPOSITION OF SILICON DIOXIDE USING USSN 08/071,516 US 5,304,398
HEXAMETHYLDISILAZANE; Krusell Filed 06/03/93 Issued 04/19/94
*
SCHEDULE 1 TO PATENT CROSS LICENSE AGREEMENT
EXCLUDED PATENTS/PATENT APPLICATIONS/INVENTION DISCLOSURES October 30, 1997
3
Reference No. Title/First Named Inventor Serial No./ Patent No./
Filing Date Issue Date
*
A-60164 /AJT/MSS METHOD OF PLANARIZING A LAYER OF MATERIAL; Fry USSN 08/447,809 US 5,668,063
Filed 5/23/95 Issued 09/16/97
A-60785/AJT/MSS METHOD OF FORMING A FLUORINATED SILICON OXIDE LAYER USING USSN 08/386,647 US 5,571,576
PLASMA CHEMICAL VAPOR DEPOSITION; Qian Filed 02/10/95 Issued 11/05/96
SCHEDULE 1 TO PATENT CROSS LICENSE AGREEMENT
EXCLUDED PATENTS/PATENT APPLICATIONS/INVENTION DISCLOSURES October 30, 1997
4
Reference No. Title/First Named Inventor Serial No./ Patent No./
Filing Date Issue Date
*
SCHEDULE 1 TO PATENT CROSS LICENSE AGREEMENT
EXCLUDED PATENTS/PATENT APPLICATIONS/INVENTION DISCLOSURES October 30, 1997
5
Reference No. Title/First Named Inventor Serial No./ Patent No./
Filing Date Issue Date
*
SCHEDULE 1 TO PATENT CROSS LICENSE AGREEMENT
EXCLUDED PATENTS/PATENT APPLICATIONS/INVENTION DISCLOSURES October 30, 1997
6
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Reference No. Title/First Named Inventor Serial No./ Patent No./
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Reference No. Title/First Named Inventor Serial No./ Patent No./
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SS-578-06 CHEMICAL VAPOR DEPOSITION REACTOR US 4,993,358
AND METHOD 02/19/91
*
SS-578-07 MULTI-ZONE PLANAR HEATER ASSEMBLY US 5,059,770
AND METHOD OF OPERATION 10/22/91
*
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Reference No. Title/First Named Inventor Serial No./ Patent No./
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SS-578-08 CONTROLLED-CONVECTION SURFACE-MOUNT REFLOW FURNACE US 5,232,145
08/03/93
SS-578-11 METHOD AND APPARATUS FOR PRODUCING HIGHLY CONDUCTIVE AND US 5,122,391
TRANSPARENT FILMS OF TIN AND FLUORINE DOPED INDIUM OXIDE BY 06/16/92
APCVD
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G-16178-8 FLUIDIZED BED HEATER FOR SEMICONDUCTOR PROCESSING XXXX 000000 XX 4,673,799
Filed 03/01/85 Issued 06/16/87
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plus, (b) all continuations, continuations-in-part, patents of addition,
divisions, re-examinations, certifications, reissues, or extensions, including
supplemental protection certificates of any of (a) above, and (c) all foreign
counterparts applied for, issued, or issuing on any of (a) or (b) above.
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