Celera Technology definition
Examples of Celera Technology in a sentence
After such period, Celera will have no obligation to provide Pharmacyclics with assistance, but will use reasonable efforts to locate personnel who may be able to provide further assistance in understanding and assimilating the Celera Technology and Celera Material.
Subject to the terms and conditions of this Agreement, Celera hereby irrevocably sells, assigns, delivers, conveys, transfers and sets over to Pharmacyclics, its successors and assigns, the entire right, title and interest in and to the Celera Technology and the entire right, title and interest in, to and under the Celera Patents.
At Virobay’ s request, Celera will provide reasonable assistance, without further consideration or charge to Virobay, in understanding and assimilating the Celera Technology and Celera Material for a period of up to June 30, 2006.
Celera will use commercially reasonable efforts to provide all cooperation, assistance and access to data reasonably requested by Virobay to effect transfer of the Celera Technology, including without limitation, to the extent Controlled by Celera, originals of laboratory and other notebooks and related materials, invention disclosures, patent applications and other documents that would be useful or required in prosecuting, maintaining and enforcing Celera Patents.
Cetera represents and warrants that there exist no agreements between Applera or Celera and any Third Party which are material to the utilization of the Celera Material or exploitation of the Celera Technology, except the Non-Exclusive Sublicense Agreement between Apath, L.L.C. and Applera Corporation through the Celera Genomics Group for HCV Replicon made and entered into on July 19, 2004.
To avoid doubt, with the exception of the rights expressly granted under this Agreement, MMI, its Affiliates, MMI Contractors, and MMI employees shall have no rights, claims or interests whatsoever (including, but not limited to, any intellectual property rights) with respect to the Agreement Products and Technology within the BPP Subscription or BPP SNP Map Subscription, Celera Technology, patents or patent applications containing Celera Technology or products incorporating Celera Technology.
On the Effective Date Celera shall deliver to Virobay all data, documentation, and other physical embodiments of the Celera Technology, in its possession.
If Celera obtains Control of any such Patents or Celera Technology, whether pursuant to the preceding sentence or otherwise, Celera will transfer such items to Virobay, at Virobay’s expense.
At Pharmacyclics’ request, Celera will provide reasonable assistance in understanding and assimilating the Celera Technology and Celera Material, such assistance to be provided without cost to Pharmacyclics for a period of up to thirty (30) days after the Effective Date, but in any event not beyond May 30, 2006.
Subject to the rights granted hereunder, Celera retains all rights, title and interest to and in the Agreement Products and Technology within the BPP Subscription and BPP SNP Map Subscription and to all Celera Technology.