Examples of Cephalon Technology in a sentence
FBIO and its Affiliates and Sublicensees will cease to Develop, Manufacture or Commercialize any Licensed Compounds and Licensed Products and cease all use and practice of the Cephalon Technology.
All licenses and other rights granted by Cephalon to FBIO hereunder will terminate and such licenses and other rights will revert to Cephalon, and FBIO and its Affiliates and Sublicensees will have no further rights to use any Cephalon Technology (except as expressly set forth in Sections 10.7(c)(i), 10.7(c)(ii) and 10.7(c)(iv)).
In addition to its obligations under Section 9.1, Cephalon and Chiron shall notify the other Collaborator before allowing any intellectual property right included in the Cephalon Technology or the Chiron Technology, as applicable, the loss of which would have a material adverse effect on the business of the Collaboration to lapse, expire or terminate before its stated expiration or termination date, sufficiently in advance to allow the other Collaborator to seek to obtain the rights to such technology.
Except as provided in this Section 5.5; Cephalon shall not develop or commercialize with any third party, or license intellectual property rights from any third party related to the development or commercialization of a product containing IGF-1 for an indication outside the Field using Cephalon Technology or any proprietary technology that it developed pursuant to the Development Plans, without the prior written consent of Chiron.
Each of Chiron and Cephalon reserves the right to use, respectively, the Chiron Technology and the Cephalon Technology, for any purpose whatsoever outside the Field and/or outside the Territory, without liability to the other party or to the JV, except as may be otherwise specified in Sections 5.5(b), and 6.2(b) and 6.3 hereof.
Upon the formation of the JV, Cephalon will grant to the JV an exclusive license in and to the Cephalon Technology for use in the Field to develop, make, have made, use and sell Products in the Territory, subject to the perpetual cross-licenses under Section 5.1(b).
Each Collaborator shall use all commercially reasonable efforts to maintain in full force and effect any license or other agreement pursuant to which it derives rights included in the Cephalon Technology or the Chiron Technology, as the case may be, the loss of which would have a material adverse effect on the business of the Collaboration and shall promptly notify the other if it receives notice or otherwise becomes aware of any default under any such agreement.
In the event of such termination, any license to a Continuing Licensee under Section 16.5 hereof also shall terminate, the Chiron Technology shall revert to Chiron and the Cephalon Technology shall revert to CCP, subject to the perpetual licenses under Section 5.1 hereof.
If Chiron or the JV elects in writing to exercise the option inside the Field for purposes of the Collaboration, the SIBIA Rights shall automatically become part of the Cephalon Technology and any third party royalties payable as a result of the use by the JV of the SIBIA Rights in the Major Markets shall be deemed a Third Party Royalty to be paid by the JV.
Cephalon hereby grants to Chiron a royalty-free, nonexclusive license or sublicense in and to the patent rights included in the Cephalon Technology for use in the Field to develop and use Products in the Territory in accordance with the Development Plans.