Metabasis Technology definition

Metabasis Technology means the Metabasis Know-How and Metabasis Patents.
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Metabasis Technology means the Metabasis Patents and Metabasis Know-How. ***Confidential Treatment Requested
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Examples of Metabasis Technology in a sentence

  • All right, title, and interest in and to Metabasis Technology shall, as between the Parties, be solely owned by Metabasis.

  • Key employees of the Corporation, including officers and directors, shall be eligible to receive options under the Plan.

  • Each Party shall promptly execute all papers and instruments, and/or require its employees or contractors to execute such papers and instruments, as applicable, so as to effectuate the ownership of Prior Technology, Collaboration Technology, Joint Technology, Merck Technology and Metabasis Technology set forth in this Section 7.1 and to enable the other Party to apply for and to prosecute Patents as contemplated by Section 7.2.

  • Metabasis shall have the sole right to initiate and prosecute any legal action to enforce Metabasis Technology at its own expense and in the name of Metabasis, and to control the defense of any declaratory judgment action relating to Metabasis Technology.

  • Merck desires to obtain licenses under the Metabasis Technology and Metabasis' interest in the Collaboration Technology and Prior Technology (as each such term is hereinafter defined) to develop and commercialize Products in the Field (as hereinafter defined), and Metabasis desires to grant such licenses, in each case upon the terms and conditions set forth herein.

  • In addition, Merck shall promptly disclose to Metabasis inventions within the Metabasis Technology and Metabasis shall promptly disclose to Merck inventions within the Merck Technology, in each case, made in connection with this Agreement.

  • The Parties agree that Metabasis shall have the sole right to control publication with respect to any Metabasis Technology; provided that such publication shall not disclose any Confidential Information of Merck.

  • Nothing in this Section will limit Metabasis' use (itself or with any Affiliate or Third Party) of Metabasis Technology without Merck for any purpose other than for the research and development of HCV antiviral compounds [***] incorporating HepDirect Technology in the Field and subject to the license granted to Merck with respect to the Collaboration Compounds and Products under Article 3.

  • Subject to Sections 4.2 and 7.1(b), Metabasis hereby expressly reserves the right to practice, and to grant licenses under, the Metabasis Technology and the Joint Patents for any and all purposes other than the specific purposes for which Merck has been granted an exclusive license under Section 4.1(a).

  • Subject to the terms and conditions of this Agreement, Metabasis hereby grants to Merck, during the Research Term, an exclusive (even as to Metabasis, except as set forth below in this Section 4.1(a)(i)), worldwide, royalty free license, without the right to sublicense except as permitted under Section 2.3, under the Metabasis Technology and Metabasis’ interest in the Joint Technology solely to perform Merck’s obligations under the Research Plan as expressly authorized by this Agreement.

Related to Metabasis Technology

  • 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.

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

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

  • Joint Technology means the Joint Know-How and the Joint Patent Rights.

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

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

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

  • Company Technology means all Technology used in or necessary for the conduct of the business of the Company or any of its Subsidiaries, or owned or held for use by the Company or any of its Subsidiaries.

  • 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.

  • 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.

  • Collaboration IP means Collaboration Know-How and Collaboration 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.

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

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

  • Third Party Technology means all Intellectual Property and products owned by third parties and licensed pursuant to Third Party Licenses.

  • 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.

  • 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.

  • Foreground IPR means any IPRs that are generated as a result of the activities conducted within the framework of the Project concerned as specified in the corresponding Project Agreement;

  • 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.

  • Developed IP means IP developed by BNY Mellon pursuant to the Agreement that is (a) a modification or enhancement of the Voya IP or (b) an original non-derivative work that is specifically identified as “Developed IP” in a statement of work or similar agreement executed by both Parties under the Agreement.

  • Transferred Technology has the meaning set forth in Section 2.3(a).

  • Research License means a nontransferable, nonexclusive license to make and to use the Licensed Products or the Licensed Processes as defined by the Licensed Patent Rights for purposes of research and not for purposes of commercial manufacture or distribution or in lieu of purchase.

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