Assigned Licenses definition

Assigned Licenses has the meaning set forth in Section 2.01(c).

Assigned Licenses means the Licenses to be assigned by Seller to Purchaser as set forth on Schedule 1.01(g) of the Disclosure Schedule.

Assigned Licenses means the licenses, permits and agreements used as of the date of this Agreement for the operation of the Acquired Assets (other than collection licenses or permits issued by foreign, federal, state or local governments and other than the Excluded Leases), including, without limitation, the licenses, permits and agreements identified on Exhibit 2.1-19 attached hereto.

Examples of Assigned Licenses in a sentence

• Except with respect to the Assigned Licenses (but subject to Sellers’ compliance with Section 5.1(b)), no consents, waivers and approvals from, or notices to, any Persons are required to consummate, or in connection with, the transactions contemplated by this Agreement which have not been obtained prior to the Closing.

• Exhibit A contains a complete list (including each amendment, supplement, and modification), whether oral or written, of all agreements directly relating to any of the Assigned Licenses (the “Assumed Contracts”).

• The Assigned Assets constitute all of the assets, tangible and intangible, of any nature whatsoever, necessary or useful for Purchaser to use, enjoy or exploit the benefits of the Purchased Assets, Assigned Assets, Assigned Intellectual Property and the Intellectual Property licensed to Sellers under the Assigned Licenses.

• All unregistered Intellectual Property received pursuant to the Assumed Contracts, or that relates to, or is used or held for use in connection with the Assigned Licenses, including Know-How (as defined in the NanoMab License Agreement).

• Exhibit A may amended by Purchaser following the Closing to add such additional Contracts relating to any of the Assigned Licenses set forth on Exhibit B (the “Optioned Contracts”).

More Definitions of Assigned Licenses

Assigned Licenses shall be those certain licenses set forth on SCHEDULE 1(e).

Assigned Licenses means (i) the Exclusive License Agreement, dated March 22, 2022, by and between The Regents of the University of California, acting through The Technology Development Group of the University of California, Los Angeles, and Radiopharm Theranostics Limited (the “UCLA License Agreement”), (ii) the Exclusive License Agreement, July 9, 2021, by and between and between NanoMab Technology Limited (“NanoMab”) and Radiopharm Theranostics Limited (the “NanoMab License Agreement”), but only to the extent relating to TROP2 matters and (iii) the provisions of Appendix B of the Stock Purchase Agreement, dated March , 2023, among Radiopharm Theranostics (USA) Inc., and Radiopharm Theranostics Limited and Pharma 15 Corporation (collectly, the “SPA Parties”) (such agreement, the “SPA”), but only to the extent relating to DUNP19 matters (such assigned and assumed portion of the SPA, the “SPA Future Payment Obligations”).

Assigned Licenses means the licenses, permits and agreements used as of the date of this Agreement for the operation of the Acquired Assets (other

Assigned Licenses means all licenses, agreements and other arrangements under which Lucent has the right to use any Proprietary Information of a Third Party to the extent used exclusively in the operation of the Business and which are identified on Schedule 2.1(d) other than the Nonassignable Licenses.

Assigned Licenses means collectively, the Gemini Assigned Licenses and the EPi Assigned Licenses.

Assigned Licenses has the meaning set forth in Section 1.1(a)(vi).

Assigned Licenses mean the license agreements set forth in Schedule 1.2 and licenses licensed specifically for a Product or a Product Under Development and used primarily in the NPB.