Company Background IP definition

Company Background IP means any IP first conceived, developed, reduced to practice, acquired, and/ or otherwise controlled by COMPANY or its AFFILIATES either (i) prior to the EFFECTIVE DATE or (ii) outside of the scope of this JDA and during the TERM of this JDA, including rights arising in the course of prosecution and maintenance of such IP.

Company Background IP means any and all Intellectual Property Controlled by the Company or its Affiliates prior to the Closing.

Company Background IP means any intellectual property rights owned by or licensed to Company prior to the date of this Agreement and/or developed independently hereof.

Examples of Company Background IP in a sentence

• Client agreement to any SOW that contemplates the use or license of Company Background IP shall constitute prior approval under this Section, and any improvements, enhancements, or application specific modifications to Company Background IP will remain the exclusive property of Company.

• Notwithstanding the preceding sentence, no know-how or data would constitute Significant Company Background IP.” Non-Severable Improvement The definition of the term “Non-Severable Improvement” would be based on the following wording: “Any Project IP that (a) is created using Significant Company Background IP, and (b) cannot be exploited without infringing such Significant Company Background IP.

• The Company grants to the Institution a non-exclusive, non-transferable, royalty-free licence under the Company Background IP to conduct the Study in Australia for the term of this Agreement.

• The Company, or its relevant licensors, is and shall remain the owner of all Company Background IP.

• The Company has taken responsible and prudent steps to safeguard and maintain the secrecy and confidentiality of all Proprietary Information included in the Company Background IP.

More Definitions of Company Background IP

Company Background IP has the meaning set forth in Section 2.1.

Company Background IP means (a) all Know-How and Patent Rights Controlled by Company [***] that are necessary or reasonably useful to [***] develop, make, have made, use, import, offer to sell and sell Licensed Products [***], including the Patent Rights in Schedule 8.2.11, and (b) all Know-How and Patent Rights Controlled by Company [***].

Company Background IP means (a) any Know-How Controlled by Company or its Affiliates, whether prior to the Effective Date or during the Term, that is necessary or useful for the making, using, selling, offering for sale or importation of any Company Assay being Developed or Commercialized under an applicable Project Schedule for use with an AZ Product, and (b) any Patent Controlled by Company or its Affiliates whether prior to the Effective Date or during the Term that covers or claims (i) any Company Assay being Developed or Commercialized under an applicable Project Schedule for use with an AZ Product or (ii) the making, using, selling, offering for sale or importation of such Company Assay, in each case ((a) and (b)), excluding any Foreground IP.

Company Background IP means (a) the Patent Rights set forth on Schedule A and know-how owned or controlled by Company or any of its Affiliates as of the Effective Date and (b) the Company Platform Improvements.

Company Background IP means Intellectual Property Rights owned or licensed by the Company, which are:-

Company Background IP means all Intellectual Property Rights and/or Technical Information in or relating to the Modular Rig Concept.

Company Background IP means all present and future Intellectual Property brought into existence by or on behalf of the Company, which is in existence before the Commencement Date, or after the Commencement Date other than in connection with this Agreement.