Broncus Future IP definition

Broncus Future IP means, collectively, and is limited to, the following: (a) Patents (including but not limited to Improvement Patents as defined in Section 4 below) that (i) have an actual filing date that occurs within and during the Sharing Period and (ii) are owned by Broncus or assigned to Broncus (collectively, “Future Broncus Patents”); provided however, that notwithstanding the foregoing, unless otherwise expressly agreed by Broncus in writing, the term “Future Broncus Patents” shall not include any Patents that Broncus may acquire from a third party after the Effective Date pursuant to: (i) a purchase of such Patents by Broncus or an Affiliate of Broncus (where, for purposes of this clause (i), the assignment of a Patent to Broncus by an employee or consultant of Broncus in connection with services performed by such employee or consultant for Broncus will not be deemed to be a “purchase” of such Patent by Broncus); or (ii) a merger or consolidation of Broncus or an Affiliate of Broncus with such third party or an Affiliate of such third party; and (b) trade secrets and proprietary information developed during the Sharing Period and owned by Broncus, but only if and to the extent that: (i) such trade secret or proprietary information is developed as a result of, or arises out of, a collaboration between employees of Asthmatx and Broncus that is approved and authorized in writing by an officer of Asthmatx and an officer of Broncus; (ii) such trade secret or proprietary information is (A) developed as a result of, or in the course of, either Asthmatx or Broncus providing Contract Services to the other during the Sharing Period or (B) necessary to be used to enable Asthmatx or Broncus to provide Contract Services to the other during the Sharing Period; or (iii) such trade secret or proprietary information is identified as Broncus Future IP in a written instrument executed by Broncus’ Chief Executive Officer or President (or equivalent) that is delivered to Asthmatx by Broncus and has been approved by Broncus’ Board of Directors.
Sample 1Sample 2Sample 3

Examples of Broncus Future IP in a sentence

  • Ownership of an Improvement Patent that is based on or derived from Broncus Existing IP or Broncus Future IP shall reside with Broncus.

  • During the Sharing Period, a party to this Agreement (“Requesting Party”) shall have the right to request to have filed, have prosecuted, and/or maintained, at the Requesting Party’s sole expense, additional continuing Patents (each, an “Improvement Patent”) based upon (a) Broncus Existing IP and/or Broncus Future IP (if the Requesting Party is Asthmatx) or (b) Asthmatx Existing IP and/or Asthmatx Future IP (if the Requesting Party is Broncus).

  • Subject to the confidentiality provisions of Section 11 of this Agreement, Broncus will disclose in confidence to Asthmatx any Broncus Future IP that is described in Section 1.7(b)(ii) above that may be developed by Broncus.

  • Such disclosure will be made within a reasonable time after such Broncus Future IP has been developed and reduced to practice.

  • This Agreement does not impose any obligation on Broncus to enforce any Broncus Existing IP or any Broncus Future IP against any third party or parties party at the request of Asthmatx or otherwise, or to be joined as a party to any action by Asthmatx to enforce any Broncus Existing IP or any Broncus Future IP against a third party.

Related to Broncus Future IP

  • Developed IP means any Intellectual Property Rights that are conceived or reduced to practice, or otherwise created or developed, by or on behalf of a Party, its Affiliates or sublicensees, alone or together with one or more Third Parties, during the Term in connection with the Development, Manufacture, or use of the Compound or any Product.

  • Transferred Technology has the meaning set forth in Section 2.3(a).

  • Developed Technology means any Technology including, without limitation, any enhancements, substitutions or improvements to the Core Technology that is (a) discovered, developed or otherwise acquired by DURA pursuant to the terms of the Development Agreement or (b) otherwise acquired by or on behalf of Xxxxxx Corp. II during the term of the Development Agreement.

  • Qualified high-technology business means a business that is either of the following:

  • Joint Technology means the Joint Know-How and the Joint Patent Rights.

  • Parent IP means all Intellectual Property Rights that are owned or purported to be owned by Parent or its Subsidiaries.

  • Collaboration IP means Collaboration Know-How and Collaboration Patents.

  • Excluded Technology means the Technology listed on Exhibit C.

  • Licensee Technology means the Licensee Know-How and Licensee Patents.

  • Licensor Technology means the Licensor Patents, the Licensor Know-How, Licensor Materials, and Non-Patent Rights Controlled by Licensor or its Affiliates embodied in Licensor Know-How or Licensor Materials.

  • Licensed IP means the Licensed Patents and the Licensed Know-How.

  • Collaboration Technology means all Collaboration Patents and Collaboration Know-How.

  • Company Technology means all Technology used in or necessary for the conduct of the business of the Company or any of its Subsidiaries, or owned or held for use by the Company or any of its Subsidiaries.

  • Background Technology means all Software, data, know-how, ideas, methodologies, specifications, and other technology in which Contractor owns such Intellectual Property Rights as are necessary for Contractor to grant the rights and licenses set forth in Section 14.1, and for the State (including its licensees, successors and assigns) to exercise such rights and licenses, without violating any right of any Third Party or any Law or incurring any payment obligation to any Third Party. Background Technology must: (a) be identified as Background Technology in the Statement of Work; and (b) have been developed or otherwise acquired by Contractor prior to the date of the Statement of Work, or have been developed by Contractor outside of its performance under the Statement of Work. Background Technology will also include any general consulting tool or methodology created by Contractor, which will not be required to be identified in the Statement of Work.

  • Product Technology means the Product Know-How and Product Patents.

  • After-Acquired Intellectual Property has the meaning assigned to such term in Section 4.02(d).

  • Third Party Technology means all Intellectual Property and products owned by third parties and licensed pursuant to Third Party Licenses.

  • Program Technology means Program Know-How and Program Patents.

  • Joint IP means Joint Know-How and Joint Patent Rights.

  • Joint Inventions has the meaning set forth in Section 9.1.

  • Company Licensed IP means all Intellectual Property rights owned or purported to be owned by a third party and licensed to the Company or any Company Subsidiary or to which the Company or any Company Subsidiary otherwise has a right to use.

  • Licensed Technology means the Licensed Patents and the Licensed Know-How.

  • Business IP means Intellectual Property Rights that are used in and material to the Acquired Business as currently conducted and as currently proposed to be conducted.

  • Collaboration Patent Rights means Patent Rights claiming Collaboration Know-How.

  • Assigned Patent Rights means all of the following, whether now owned or hereafter acquired or arising:

  • Foreground IP means IP and IP Rights conceived, developed or created by, for or with Seller either alone or with third parties, in the performance of this Contract, including modifications to any Buyer Specification suggested by Seller.