Chimerix Patent Rights definition

Chimerix Patent Rights means any and all Patent Rights which are Controlled by Chimerix or any of its Affiliates as of the Effective Date or at any time during the Term and which (i) claim or cover any Compound and/or Product (but excluding claims solely and specifically claiming an Other Active in a given Combination Product as an individual separate component), or the development, manufacture, commercialization, use or sale thereof or the Research, or (ii) claim or cover any Chimerix Know-How. The Chimerix Patent Rights shall include Chimerix’s (and its Affiliates’) rights in Joint Patent Rights. The Chimerix Patent Rights shall include those listed on Schedule 1.11. For purposes of this definition of “Chimerix Patent Rights”, “Affiliates” shall exclude a Third Party that becomes an Affiliate of Chimerix after the Effective Date as a result of a Change of Control of Chimerix in which Chimerix is acquired by such Third Party; provided that in all cases, all Patent Rights within the “Chimerix Patent Rights” prior to the time that such Change of Control occurs shall continue to be included in “Chimerix Patent Rights” following such Change of Control. Notwithstanding the foregoing, to the extent any employee of an Affiliate having control (as defined in Section 1.2) over Chimerix after a Change of Control of Chimerix (i) participates in the Committee (to the extent it continues in existence after such Change of Control), or (ii) serves as an Alliance Manager, all Patent Rights Controlled by such Affiliate which cover or claim inventions provided by such employee(s) of such controlling Affiliate shall be included in “Chimerix Patent Rights”, subject in all cases to Article 7 (including Section 7.1.1).
Sample 1Sample 2
Chimerix Patent Rights means any and all Patent Rights Controlled by Chimerix or any of its Affiliates as of the Effective Date or at any time during the Term that claim or Cover the composition of matter, manufacture or use of any Compound and/or Product (but excluding claims solely and specifically claiming the composition of matter, use, or manufacture of any Other Active). The Chimerix Patent Rights shall include Chimerix’s (and its Affiliates’) rights in Joint Patent Rights. The Chimerix Patent Rights shall include those listed in Exhibit A. Notwithstanding the foregoing, Chimerix Patent Rights shall not include any Patents Controlled by any Third Party Acquirer of Chimerix, or any Affiliate of such Third Party Acquirer, except for any such Patents claiming inventions made by such Third Party Acquirer or its Affiliate after such Third Party Acquirer’s acquisition of Chimerix through (a) use of Chimerix Know-How or (b) practice of any invention that is then Covered by a Valid Patent Claim of the Chimerix Patent Rights listed in Exhibit A.
Sample 1Sample 2
Chimerix Patent Rights means any and all Patent Rights Controlled by Chimerix or any of its Affiliates as of the Effective Date or during the Term that claim or otherwise Cover the composition of matter, manufacture or use of any Compound or Product (but excluding claims solely and specifically claiming the composition of matter, use, or manufacture of any Other Active); but specifically excluding Chimerix’s (and its Affiliates’) rights in Joint Patent Rights. The Chimerix Patent Rights shall include those listed in Exhibit A. Chimerix shall update Exhibit A from time-to-time, but no less than once per calendar year during the Term, to reflect the then-current list of Chimerix Patent Rights. Notwithstanding the foregoing, Chimerix Patent Rights shall not include any Patent Rights Controlled by any Third-Party Acquirer of Chimerix, or any Affiliate of such Third-Party Acquirer, except for any such Patent Rights claiming inventions made by such Third-Party Acquirer or its Affiliate after such Third-Party Acquirer’s acquisition of Chimerix through (a) the use of Chimerix Know-How or (b) the practice of any invention that is then Covered by a Valid Claim of the Chimerix Patent Rights listed in Exhibit A.
Sample 1

Examples of Chimerix Patent Rights in a sentence

  • Chimerix shall, within ten (10) days of learning of such event, inform Merck of any request for, or filing or declaration of, any interference, opposition, invalidation, reissue or reexamination relating to Chimerix Patent Rights.

  • As a result, these products could cause issuers’ complaint incidence to vary more by product mix than by performance.

  • In the event that Chimerix elects to initiate, prosecute and/or respond to any interference, opposition, invalidation, reexamination, or reissue proceeding relating to any Chimerix Patent Rights, the expenses thereof shall be borne solely by Chimerix.

  • With respect to any request for, or filing or declaration of, any interference, opposition, invalidation, reissue or reexamination relating to the Chimerix Patent Rights, Chimerix shall have the first right (in its discretion) to initiate, prosecute and/or respond, to such action or proceeding; provided that Chimerix shall consult with Merck with respect to any such action or proceeding and shall consider Merck’s positions in good faith.

  • Chimerix shall have the first right, but not the obligation, to control the preparation, filing, prosecution and maintenance of Chimerix Patent Rights that are not Chimerix Restricted Patent Rights (“Chimerix Other Patent Rights”), at Chimerix’s sole expense and by counsel of its choice.

  • Subject to the terms and conditions of this Agreement, Chimerix hereby grants to Merck an exclusive (even as to Chimerix and its Affiliates) royalty bearing license under the Chimerix Patent Rights and the Chimerix Know-How, with the right to sublicense (subject to the restriction set forth below), to conduct Research, and to develop, make, have made, use, offer to sell, sell, export and/or import Compounds and Products, in the Territory for use in the Field.

  • Chimerix shall keep Merck informed of developments in any such action or proceeding involving the Chimerix Patent Rights, including the status of any settlement negotiations and the terms of any offer related thereto.

  • At the request of Merck, Chimerix will provide Merck with reasonable assistance that Merck may reasonably request (including that Chimerix will join such action voluntarily and will execute and cause its Affiliates to execute all documents necessary for Merck to initiate, prosecute and/or respond to any interference, opposition, invalidation, reissue or reexamination relating to Chimerix Patent Rights in the event that Merck is unable to do so in its own name).

  • Chimerix shall keep Merck advised of the status of the actual and prospective patent filings with respect to such other Chimerix Patent Rights and shall provide advance copies of any papers related to the filing, prosecution and maintenance of such patent filings prior to the submission thereof.

  • Chimerix shall promptly give notice to Merck of the grant, lapse, revocation, surrender, invalidation or abandonment of any Chimerix Patent Rights or Joint Patent Rights for which Chimerix is responsible for the filing, prosecution and maintenance.


More Definitions of Chimerix Patent Rights

Chimerix Patent Rights means any and all Patent Rights Controlled by Chimerix or any of its Affiliates as of the Effective Date or during the Term that claim or otherwise Cover the composition of matter, manufacture or use of any Compound or Product (but excluding claims solely and specifically claiming the composition of matter, use, or manufacture of any Other Active); but specifically excluding Chimerix’s (and its Affiliates’) rights in Joint Patent Rights. The Chimerix Patent Rights shall include those listed in Exhibit A. Chimerix shall update Exhibit A from time-to-time, but no less than once per calendar year during the Term, to reflect the then-current list of Chimerix Patent Rights. Notwithstanding the foregoing, Chimerix Patent Rights shall not include any Patent Rights Controlled by any Third-Party Acquirer of Chimerix, or any Affiliate of such Third-Party Acquirer, except for any such Patent Rights claiming inventions made by such Third-Party Acquirer or its Affiliate after such Third- Party Acquirer’s acquisition of Chimerix through (a) the use of Chimerix Know-How or (b) the practice of any invention that is then Covered by a Valid Claim of the Chimerix Patent Rights listed in Exhibit A.
Sample 1

Related to Chimerix Patent Rights

  • Licensed Patent Rights means: (a) Patent applications (including provisional patent applications and PCT patent applications) or patents listed in Appendix A, all divisions and continuations of these applications, all patents issuing from these applications, divisions, and continuations, and any reissues, reexaminations, and extensions of these patents; (b) to the extent that the following contain one or more claims directed to the invention or inventions disclosed in 2.9(a): (i) continuations-in-part of 2.9(a); (ii) all divisions and continuations of these continuations-in-part; (iii) all patents issuing from these continuations-in-part, divisions, and continuations; (iv) priority patent application(s) of 2.9(a); and (v) any reissues, reexaminations, and extensions of these patents; (c) to the extent that the following contain one or more claims directed to the invention or inventions disclosed in 2.9(a): all counterpart foreign and U.S. patent applications and patents to 2.9(a) and 2.9(b), including those listed in Appendix A; and (d) Licensed Patent Rights shall not include 2.9(b) or 2.9(c) to the extent that they contain one or more claims directed to new matter which is not the subject matter disclosed in 2.9(a).

  • Patent Rights means all patents and patent applications (which for the purpose of this Agreement shall be deemed to include certificates of invention and applications for certificates of invention), including all divisionals, continuations, substitutions, continuations-in-part, re-examinations, reissues, additions, renewals, revalidations, extensions, registrations, pediatric exclusivity periods and supplemental protection certificates and the like of any such patents and patent applications, and any and all foreign equivalents of the foregoing.

  • Joint Patent Rights means all Patent Rights claiming a Joint Invention.

  • Program Patent Rights means any Patent Rights that contain one or more claims that cover Program Inventions.

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

  • Patent Right means: (a) an issued or granted patent, including any extension, supplemental protection certificate, registration, confirmation, reissue, reexamination, extension or restoration by existing or future extension or restoration mechanisms (including, without limitation, supplementary protection certificates or the equivalent thereof), or renewal thereof; (b) a pending patent application, including any continuation, divisional, continuation-in-part, substitute or provisional application thereof; and (c) all counterparts or foreign equivalents of any of the foregoing issued by or filed in any country or other jurisdiction.

  • Licensed Patents means (a) all United States patents and patent applications listed in Exhibit A, as modified pursuant to Section 2.6.1, including patents arising from such patent applications; and (b) any re-examination certificates thereof, and their foreign counterparts and extensions, continuations, divisionals, and re-issue applications; provided that “Licensed Patents” will not include any claim of a patent or patent application covering any Manufacturing Technology.

  • Licensed Patent means Stanford's rights in U.S. Patent Application, Serial Number , filed , any foreign patent application corresponding thereto, and any divisional, continuation, or reexamination application, extension, and each patent that issues or reissues from any of these patent applications. Any claim of an unexpired Licensed Patent is presumed to be valid unless it has been held to be invalid by a final judgment of a court of competent jurisdiction from which no appeal can be or is taken. “Licensed Patent” excludes any continuation-in-part (CIP) patent application or patent.

  • Collaboration Patents means any and all Patents that claim or cover any of the Collaboration Know-How.

  • Licensee Patents means any Patents within the Control of Licensee as of the Effective Date and at any time during the Term relating to the Product.

  • Regents' Patent Rights means The Regents interest in the claims of the United States patents and patent applications, corresponding foreign patents and patent applications (requested under Paragraph 7.3 herein), and any reissues, extensions, substitutions, continuations, divisions, and continuation-in-part applications (but only those claims in the continuation-in-part applications that are entirely supported in the specification and entitled to the priority date of the parent application) based on the patent applications listed in Appendix A (UC Case Nos [ * ] and [ * ]).

  • Joint Patents means all Patents claiming any Joint Invention.

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

  • Product Patents means any and all United States patents and patent applications, all divisionals, continuations, continuations-in-part, re-issues, extensions or foreign counterparts thereof, now or hereafter owned or controlled ("controlled" being used in the sense of having the right to grant licenses thereunder) by PERIMMUNE, covering the manufacture, use, sale, offer for sale and/or importation of the Product, including but not limited to, the U.S. Patent No. 5,407,912 attached hereto as Exhibit B.

  • Joint Patent means a patent that issues from a Joint Patent Application.

  • Company Patents shall have the meaning set forth in Section 3.19(b) .

  • Valid Patent Claim means a claim of an issued and unexpired Patent which has not been disclaimed, revoked, held unenforceable or invalid by a decision of a court or other governmental agency of competent jurisdiction, unappealable or unappealed within the time allowed for appeal, and which has not been admitted to be invalid or unenforceable through reissue or disclaimer or otherwise.

  • Licensed IP means the Licensed Patent Rights and the Licensed Know-How.

  • Existing Patents has the meaning set forth in Section 10.2.1.

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

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

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

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

  • Patent Family means all patents and patent applications that share a common priority application, excluding continuations in part, but including any divisionals, continuations, reissues, reexaminations, extensions, foreign counterparts or equivalents. For the avoidance of doubt, if any patent or patent application is subject to a terminal disclaimer with any other patent or patent application such patent or patent application and such other patent or patent application shall be deemed one (1) Patent Family for the purposes of this Agreement.

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

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