Licensor Know-How definition
Licensor Know-How means any and all Know-How that (a) is Controlled by Licensor or any of its Affiliates as of the Effective Date or at any time thereafter during the Term and (b) pertains to the Manufacture, use or sale of Licensed Products, including Research Inventions (other than Research Patents).
Licensor Know-How means Know-How owned or Controlled by Licensor that relates directly to the Technology which may be provided to Licensee hereunder. Licensor Know-How includes Potelligent® CHOK1SV, Vectors, and any composition or formulation incorporating Potelligent® CHOK1SV and/or Vectors.
Licensor Know-How means any and all technical and scientific information, owned or controlled by Licensor as of the Effective Date and at any time during the Term to the extent that such information relates to the Licensed Technology as applicable to the Field, including, for example, ideas, discoveries, knowledge, know-how, data processes, procedures, methods, techniques, protocols, formulae, trade secrets, inventions (whether or not patentable), research tools, formulations, other physical, chemical or biological information, including without limitation improvements to such information.
Examples of Licensor Know-How in a sentence
In the event of the exercise of such termination rights, the rights and licenses granted to Schering under Sections 2.1 and 2.2 shall terminate and all rights to Licensor Know-How, Licensed Compounds and Licensed Products with respect to the applicable product which are granted pursuant to this Agreement shall revert to Licensor.
Viking shall confirm in writing having received such Licensor Know-How and Licensor Materials delivered by Licensor.
Such Licensor Know-How and other information shall be automatically deemed to be within the scope of the licenses granted herein without payment of any additional compensation.
Licensor agrees that such technologies and products, to the extent discovered without use of Licensor Know-How, will not be deemed to be Licensor Know-How and are outside the scope of this Agreement.
Subject to the terms of Section 5.2, either Party may publish Licensor Know-How under the terms of Section 5.3 below.
More Definitions of Licensor Know-How
Licensor Know-How means any of Licensor's information and materials specifically relating to the research, development, registration, manufacture, marketing, use or sale of Licensed Compound and/or Licensed Product and/or the Compound Library, and which prior to or during the Term of this Agreement are developed by or at the request of Licensor, or those of its Affiliates involved in the performance of development of Licensed Product under Article 2, or are in Licensor's or such Affiliates' possession or control through license or otherwise (provided that Licensor is permitted to make disclosure thereof to Schering without violating the terms of any third party agreement), and which are not generally known. Licensor Know-How shall include, without limitation, discoveries, practices, methods, knowledge, Improvements, processes, formulas, data, ideas, skill, experience, inventions, know-how, technology, trade secrets, manufacturing procedures, purification and isolation techniques, instructions, test data and other intellectual property, patentable or otherwise, relating to Licensed Compound, Licensed Product or any Improvements. Licensor Know-How shall also include, without limitation:
(i) all biological, chemical, pharmacological, toxicological, pharmaceutical, physical and analytical, clinical, safety, manufacturing and quality control data and information related thereto;
(ii) compositions of matter, assays and biological materials specifically relating to development, manufacture, use or sale of any Licensed Compound, Licensed Product or Improvement; and
(iii) all applications, registrations, licenses, authorizations, approvals and correspondence submitted to or received from any regulatory authorities
Licensor Know-How means all information and materials to which Licensor has rights, including but not limited to, discoveries, processes, formulas, instructions, data, inventions, know-how and trade secrets, patentable or otherwise, in each case, which as of the Effective Date and during the term of this Agreement are necessary or useful to Licensee in connection with the development, registration, manufacture, marketing, use or sale of a Product. Licensor Know-How shall also include without limitation, all biological, chemical, pharmacological, toxicological, pharmaceutical, physical, analytical, clinical, safety, manufacturing and quality control data and information related thereto, and all applications, registrations, licenses, authorizations, documents, approvals and correspondence relating to a Licensed Compound or a Product. Licensor Know-How shall also include Licensor’s interest in Improvements.
Licensor Know-How means all Information and Inventions Controlled by Licensor or its Affiliates as of the Effective Date and at any time prior to the end of the term of this Agreement that are necessary or useful for the identification, development, synthesis, characterization, optimization, assaying, formulation, Manufacture, use, or sale of the Licensed Compound, the Licensed Product or any Improvement thereto, or any Manufacturing Process, but excluding any Information and Inventions to the extent covered or claimed by the Licensor Patents.
Licensor Know-How means all Information that (a) is necessary or useful for the Development, manufacture or Commercialization of a Product in the Field and (b) (i) is Controlled by Licensor or its Affiliates as of the Effective Date or (ii) is Controlled by Licensor or its Affiliates during the Term; provided, the use of “Affiliate” in this definition excludes any Third Party that becomes an Affiliate of Licensor after the Effective Date due to a Change of Control of Licensor, except to the extent such Third Party’s Information is Controlled by Licensor (or its Acquiror) or any of its other Affiliates and is necessary for the Development, manufacture or Commercialization of CX-01 or any Product and is used in respect of a Product in the Territory.
Licensor Know-How means any and all scientific, medical, technical and/or regulatory information relating to the Compound and/or the Product which is in the possession of or available to Licensor or any of its Affiliate as of the Effective Date and which is needed by or useful to Licensee in order for Licensee to perform its obligations or to exploit its rights under this Agreement. [***] = Portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission. Confidential treatment requested under 17 C.F.R. Sections 200.80(b)(4) and 230.406.
Licensor Know-How means any and all Know-How that (a) is Controlled by Licensor or any of its Affiliates as of the Effective Date or at any time thereafter during the Term and (b) pertains directly and particularly to the Compounds and (c) is from time to time expressly identified in writing by Licensor to TGTX as constituting Licensor Know-How. For clarity: any and all Know-How which Licensor determines, in its reasonable discretion, not to so expressly identify as being within the definition of Licensor Know-How shall not constitute Licensor Know-How. The Licensor Know-How shall include, but not be limited to, the Know-How listed on Schedule 2 hereto.
Licensor Know-How means all Know-How that is Controlled by Licensor and that (a) pertains directly to or is necessary for one or more of the Licensed Programs or (b) is actually used in one or more of the Licensed Programs. The Licensor Know-How shall include, but not be limited to, all Know-How set forth on SCHEDULE 2 hereto (which is correct as of the Effective Date); provided, that no Know-How that pertains directly to, is necessary for or is actually used in the FBPase Program shall be included in this definition if the Option expires prior to the payment of the Exercise Fee by Viking. Promptly following payment of the Exercise Fee, Licensor shall update SCHEDULE 2 to include such additional Know-How that pertains directly to, is necessary for or is actually used in the FBPase Program.