Essential Background Technology definition

Essential Background Technology means Background Technology that is: (a) owned, controlled, or developed by You, or in-licensed with the right to sublicense; and (b) either incorporated into a Funded Development or reasonably required to exercise the license to a Funded Development. If You demonstrate to the satisfaction of the Foundation that Global Access can best be achieved without this license, the Foundation and You will make good faith efforts to modify or terminate this license, as appropriate.
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Essential Background Technology means Background Technology that is: (a) owned, controlled, or developed by You, or in-licensed with the right to sublicense; and (b) either incorporated into a Funded Development or reasonably required to exercise the license to a Funded Development. If You demonstrate to the satisfaction of the Foundation that Global Access can best be achieved without this license, the Foundation and You will make good faith efforts to modify or terminate this license, as appropriate. Notwithstanding anything to the contrary, BMGF and University agreed in the Additional BMGF Agreements that the original Indication Categories listed in the definition of the Field of Use in the Agreement as originally executed, i.e., the Indication Categories listed prior to the Amendment No. 1 Effective Date, are not subject to the Humanitarian License. The Indication Categories that remain in the Field of Use as of the Amendment No. 1 Effective Date and that are not subject to the Humanitarian License are the First Indication Category (RSV), the Second Indication Category ([***]), and the Third Indication Category ([***]).
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Essential Background Technology means Background Technology that is (i) owned, controlled or developed by the Performer, or in-licensed with the right to sublicense; and (ii) either incorporated into a Funded Development or reasonably required to exercise the license to Funded Developments. The Performer confirms that the Performer has retained sufficient rights in the Funded Developments and Essential Background Technology to grant this license. The Performer must ensure this license survives the assignment or transfer of Funded Developments or Essential Background Technology. On request, the Performer must promptly make available the Funded Developments and Essential Background Technology to the EF+Math Program for use solely under this license. If the Performer demonstrates to the satisfaction of the EF+Math Program that Global Access can best be achieved without this license, the EF+Math Program and the Performer will make good faith efforts to modify or terminate this license, as appropriate.
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Examples of Essential Background Technology in a sentence

  • This is consistent with the definition of Essential Background Technology which only applies to Background Technology that is both (a) owned, controlled, or developed by You or in-licensed with the right to sublicense; and (b) either incorporated into a Funded Development or reasonably required to exercise the humanitarian license to the Funded Developments.

  • Essential Background Technology is a subset of Background Technology that is both: (a) owned, controlled, or developed by You or in-licensed with the right to sublicense; and (b) either incorporated into a Funded Development or reasonably required to exercise the license to the Funded Developments.

  • The inability to grant rights to Essential Background Technology for achieving Global Access may threaten the Project’s progress and success.

  • If you transfer ownership or grant an exclusive license to the Funded Developments or Essential Background Technology, you will need to do so in a manner that does not limit the scope of the humanitarian license or limit your Global Access commitments.

  • AERDF will receive a nonexclusive license to the intellectual property resulting from the Funded Development with terms as prescribed by the BMGF’s Humanitarian License, including license to the Essential Background Technology.

  • Essential Background Technology includes any and all products, services, processes, technologies, materials, software, data, or other innovations that are created or licensed by the performer and are either incorporated into a Funded Development or reasonably required to exercise a license to the Funded Developments.

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  • Should Reading Reimagined agree with a proposer that certain intellectual property need not be licensed openly, at a minimum AERDF’s Global Access Policy will apply to all Funded Developments and Essential Background Technology, as defined therein.

  • The EF+Math Program will acquire, subject to applicable laws and for the purpose of achieving Global Access, a nonexclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid up, sublicensable license to make, use, sell, offer to sell, import, distribute, copy, create derivative works, publicly perform and display: Funded Developments and Essential Background Technology.

  • The EF+Math Program will acquire, subject to applicable laws and for the purpose of achieving Global Access, a nonexclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid up, sublicensable license to make, use, sell, offer to sell, import,distribute, copy, create derivative works, publicly perform and display: Funded Developments and Essential Background Technology.


More Definitions of Essential Background Technology

Essential Background Technology means Background Technology that is: (a) owned, controlled, or developed by You, or in- licensed with the right to sublicense; and (b) either incorporated into a Funded Development or reasonably required to exercise the license to a Funded Development . You confirm that You have retained or will retain sufficient rights in the Funded Developments and such Essential Background Technology to grant this license. You must ensure this license survives the assignment or transfer of Funded Developments or Essential Background Technology. On request, You must promptly make available the Funded Developments and Essential Background Technology to the Foundation for use solely under this license. If You demonstrate to the satisfaction of the Foundation that Global Access can best be achieved without this license, the Foundation and You will make good faith efforts to modify or terminate this license, as appropriate. Notwithstanding the forgoing, the Parties agree the Funded Developments are limited to the TB Lysis System. For the avoidance of doubt, the Humanitarian License (i) applies solely to the TB Lysis System itself solely for use in connection with tuberculosis assays and (ii) does not apply to any other product or service of LumiraDx, including any Products.
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Essential Background Technology means Background Technology that is: (a) owned, controlled, or developed by You, or in-licensed with the right to sublicense; and (b) either incorporated into a Funded Development or reasonably required to exercise the license to a Funded Development. If You demonstrate to the satisfaction of the Foundation that Global Access can best be achieved without this license, the Foundation and You will make good faith efforts to modify or terminate this license, as appropriate. Notwithstanding anything to the contrary, BMGF and University agreed in the Additional BMGF Agreements that the original Indication Categories listed in the definition of the Field of Use in the Original License Agreement as originally executed, i.e., the Indication Categories listed prior to the Amendment No. 1 Effective Date, are not subject to the Humanitarian License. The Indication Categories that remain in the Field of Use as of the Effective Date and that are not subject to the BMGF Humanitarian License are RSV, [***] and [***].
Sample 1

Related to Essential Background Technology

  • 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.

  • Background IP means all IP and IP Rights owned or controlled by Seller prior to the effective date or outside the scope of this Contract.

  • Background IPR means any Intellectual Property Rights (other than Project IPR) belonging to either party before the Commencement Date or not created in the course of or in connection with the Project;

  • Proprietary Technology means the technical innovations that are unique and

  • Customer Technology means Customer's proprietary technology, including Customer's Internet operations design, content, software tools, hardware designs, algorithms, software (in source and object forms), user interface designs, architecture, class libraries, objects and documentation (both printed and electronic), know-how, trade secrets and any related intellectual property rights throughout the world (whether owned by Customer or licensed to Customer from a third party) and also including any derivatives, improvements, enhancements or extensions of Customer Technology conceived, reduced to practice, or developed during the term of this Agreement by Customer.

  • Company Technology means all Technology owned or purported to be owned by the Company.

  • 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.

  • Background Material means any pre-existing works in which the Intellectual Property Rights are owned by either Party, which have been prepared by that Party outside the scope of this Agreement or which were licensed from a third party by that Party.”

  • Background Invention means an Invention conceived and first actually reduced to practice before the Effective Date.

  • Manufacturing Technology means any and all patents, patent applications, Know-How, and all intellectual property rights associated therewith, and including all tangible embodiments thereof, that are necessary or useful for the manufacture of adeno- associated viruses, adeno-associated virus vectors, research or commercial reagents related thereto, Licensed Products, or other products, including manufacturing processes, technical information relating to the methods of manufacture, protocols, standard operating procedures, batch records, assays, formulations, quality control data, specifications, scale up, any and all improvements, modifications, and changes thereto, and any and all activities associated with such manufacture. Any and all chemistry, manufacturing, and controls (CMC), drug master files (DMFs), or similar materials provided to regulatory authorities and the information contained therein are deemed Manufacturing Technology.

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

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

  • Licensor Technology means the Licensor Patents, the Licensor Know-How, Licensor Materials, Product IP, and Licensor’s rights in the Program IP and Joint Patents.

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

  • New Technology means any invention, discovery, improvement, or innovation that was not available to the District on the effective date of the contract, whether or not patentable, including, but not limited to, new processes, emerging technology, machines, and improvements to or new applications of existing processes, machines, manufactures and software. Also included are new computer programs, and improvements to, or new applications of, existing computer programs, whether or not copyrightable and any new process, machine, including software, and improvements to, or new applications of, existing processes, machines, manufactures and software.

  • Assistive technology means the devices, aids, controls, supplies, or appliances described in OAR 411-300-0150 that are purchased to provide support for a child and replace the need for direct interventions to enable self-direction of care and maximize independence of the child.

  • SAP Technology Solution(s means SAP NetWeaver Foundation for Third Party Applications, SAP Business Technology Platform (excluding when used solely as a Connectivity App between an SAP Application and ERP), SAP Signavio Solutions and SAP Process Insights (including any renamed, prior and/or successor versions of any of the foregoing made generally available by SAP if any but excluding when any of the foregoing are used as a User Interface for ERP.

  • Technology means any and all technical information, specifications, drawings, records, documentation, works of authorship or other creative works, ideas, algorithms, models, databases, ciphers/keys, systems architecture, network protocols, research, development, and manufacturing information, software (including object code and source code), application programming interfaces (APIs), innovations, mask works, logic designs, circuit designs, technical data, processes and methods.

  • Joint Technology means Joint Inventions and Joint Patents.

  • Background Intellectual Property Rights means Intellectual Property Rights owned, controlled or furnished by either Party other than Foreground Intellectual Property Rights.

  • Background Intellectual Property means all Intellectual Property introduced and required by either Party to give effect to their obligations under this Agreement owned in whole or in part by or licensed to either Party or their affiliates prior to the Commencement Date or developed after the Commencement Date otherwise pursuant to this Agreement;

  • Proprietary Information and Technology means any and all of the following: works of authorship, computer programs, source code and executable code, whether embodied in software, firmware or otherwise, assemblers, applets, compilers, user interfaces, application programming interfaces, protocols, architectures, documentation, annotations, comments, designs, files, records, schematics, test methodologies, test vectors, emulation and simulation tools and reports, hardware development tools, models, tooling, prototypes, breadboards and other devices, data, data structures, databases, data compilations and collections, inventions (whether or not patentable), invention disclosures, discoveries, improvements, technology, proprietary and confidential ideas and information, know-how and information maintained as trade secrets, tools, concepts, techniques, methods, processes, formulae, patterns, algorithms and specifications, customer lists and supplier lists and any and all instantiations or embodiments of the foregoing or any Intellectual Property Rights in any form and embodied in any media.

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

  • Foreground IP means all intellectual property and Intellectual Property Rights generated under these Terms; and

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

  • High-technology activity means that term as defined in section 3 of the Michigan economic growth authority act, 1995 PA 24, MCL 207.803.