Program Improvements definition

Program Improvements means any and all inventions, developments, results, know-how, and information (including clinical, technical, scientific, and medical information, know-how, methods, inventions, practices, and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information) and all intellectual property relating to any of the foregoing, in each case that is developed by or on behalf of LICENSEE (or its Affiliates) or Council (or its Affiliates) or jointly by LICENSEE and Council or any of their respective Affiliates, in connection with the Program.
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Program Improvements means, collectively, (a) the GSK Monotherapy Product Manufacturing Improvements, and (b) any and all Know-How, and other information that was developed by or on behalf of GSK (or its Affiliates or sublicensees), or Amicus (or its Affiliates, or Sublicensees), or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates after the Original Effective Date, during the period from the Original Effective Date to the First Restated Effective Date, or during the period from the First Restated Effective Date to the Second Restated Effective Date, from the conduct of activities under the applicable Development Plan under the Original Agreement or the First Restated Agreement, as applicable, in each case with respect to any Products (but expressly excluding JR051 individually and JR051 as part of any Co-Formulation Product(s)), including all inventions, Know-How, and all other intellectual property rights arising in the conduct of such activities; provided, however, that Program Improvements will not include Amicus Intellectual Property, GSK Background IP, GSK In-Licensed Background ERT IP, Co-Formulation Product IP, or GSK Route B Manufacturing Processes; and provided further that, Program Improvements shall not include: (a) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (b) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Original Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (c) information which was independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records.
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Program Improvements means any and all confidential Know-How, and other information that is developed by or on behalf of GSK (or its Affiliates or Sublicensees) or Amicus (or its Affiliates, subject to Section 12.3) or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates (subject to Section 12.3), in the performance of the Program, including inventions, Know-How, and all other intellectual property relating to any of the foregoing; provided, however, that Program Improvements will not include Amicus Intellectual Property; and provided further that, Program Improvements shall not include: (i) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (ii) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (iii) information which is independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records. Any Program Improvement that is developed solely by GSK or its Affiliate under this Agreement that was not enabled by the use of any Amicus Intellectual Property or developed in the performance of the Development Plan during the period in which Amicus and GSK are sharing Development Costs pursuant to Section 5.1.5 shall be referred to herein as a “GSK-Only Program Improvement.”
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Examples of Program Improvements in a sentence

  • Each Party will promptly disclose all Program Improvements to the other Party in writing with all relevant data supporting such Program Improvement.


More Definitions of Program Improvements

Program Improvements means any and all Know-How, Patents and all other intellectual property developed by or on behalf of Novartis (or its Affiliates) or jointly by Novartis and Xxxxx or any of their respective Affiliates, in connection with the Program.
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Program Improvements means, collectively, (a) the GSK Monotherapy Product Manufacturing Improvements, and (b) any and all Know-How, and other information that is developed by or on behalf of GSK (or its Affiliates or Sublicensees), or Amicus (or its Affiliates, or Sublicensees) (subject to Sections 12.2 and 14.4(b)), or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates (subject to Sections 12.2 and 14.4(b)), after the Effective Date arising, during the period from the Effective Date to the Restatement Effective Date under the Original Agreement or during the Term of this Agreement, from the conduct of activities under the Original Agreement or under this Agreement, in each case with respect to Products (other than Co-Formulation Product(s)), including such activities conducted pursuant to (i) the Development Plan under the Original Agreement, (ii) the Existing Development Plan, including any modifications or amendments thereto, under this Agreement or (iii) any Amicus Territory Required Activities with respect to any Product (other than a Co-Formulation Product) or GSK Territory Required Activities with respect to any Product (other than a Co-Formulation Product), including all inventions, Know-How, and all other intellectual property rights relating to any of the foregoing; provided, however, that Program Improvements will not include Amicus Intellectual Property, GSK Background IP, GSK In-Licensed Background ERT IP, or Co-Formulation Product IP; and provided further that, Program Improvements shall not include: (a) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (b) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (c) information which is independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records. ****** - Material has been omitted and filed separately with the Commission.
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Program Improvements will mean any and all inventions, developments, results, know-how and other information, including but not limited to clinical, technical, scientific and medical information, know-how, methods, inventions, practices and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information and all intellectual property relating to any of the foregoing, that is developed by or on behalf of ALZA (or its Affiliates) or Ardent (or its Affiliates) or jointly by ALZA and Ardent or any of their Affiliates, in connection with the Program; provided, however, that Program Improvements will not include Ardent Intellectual Property or Ardent Confidential Information.
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Program Improvements means any and all inventions, developments, results, know-how and other information, including but not limited to clinical, technical, scientific and medical information, know-how, methods, inventions, practices and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information and all intellectual property relating to any of the foregoing, that is developed by or on behalf of P&G (or its Affiliates) or Nastech (or its Affiliates), or jointly by P&G and Nastech or any of their Affiliates, in connection with the Development Program.
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Program Improvements means any and all confidential know-how, and other information that is developed by or on behalf of GSK (or its Affiliates) or VALEANT (or its Affiliates) or jointly by or on behalf of GSK and VALEANT or any of their respective Affiliates, in connection with the Program, including inventions, developments, results, clinical, technical, scientific, and PORTIONS OF THIS EXHIBIT HAVE BEEN OMITTED PURSUANT TO A REQUEST FOR CONFIDENTIAL TREATMENT FILED WITH THE SECURITIES AND EXCHANGE COMMISSION (THE "COMMISSION"). THE OMISSIONS HAVE BEEN INDICATED BY ASTERISKS ("***"), AND THE OMITTED TEXT HAS BEEN FILED SEPARATELY WITH THE COMMISSION. medical information, know-how, methods, inventions, practices, and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information and all intellectual property relating to any of the foregoing; provided, however, that Program Improvements will not include Valeant Intellectual Property and provided further that, Program Improvements shall not include (i) information which is or becomes part of the public domain through no breach of this Agreement by GSK or VALEANT; (ii) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date; and (iii) information which is independently developed by GSK or VALEANT or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records.
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Program Improvements means, collectively, (a) the GSK Monotherapy Product Manufacturing Improvements, and (b) any and all Know- How, and other information that is developed by or on behalf of GSK (or its Affiliates or Sublicensees), or Amicus (or its Affiliates, or Sublicensees) (subject to Sections 12.2 and 14.4(b)), or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates (subject to Sections 12.2 and 14.4(b)), after the Effective Date arising, during the period from the Effective Date to the Restatement Effective Date under the Original Agreement or during the Term of this Agreement, from the conduct of activities under the Original Agreement or under this Agreement, in each case with respect to Products (other than Co- Formulation Product(s)), including such activities conducted pursuant to (i) the Development Plan under the Original Agreement, (ii) the Existing Development Plan, including any modifications or amendments thereto, under this Agreement or (iii) any Amicus Territory Required Activities with respect to any Product (other than a Co-Formulation Product) or GSK Territory Required Activities with respect to any Product (other than a Co-Formulation Product), including all inventions, Know-How, and all other intellectual property rights relating to any of the foregoing; provided, however, that Program Improvements will not include Amicus Intellectual Property, GSK Background IP, GSK In-Licensed Background ERT IP, or Co-Formulation Product IP; and provided further that, Program Improvements shall not include: (a) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (b) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (c) information which is independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records.
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Related to Program Improvements

  • Minimum Improvements means the acquisition of land and construction of a 64-unit market rate residential apartment building and related improvements. The Minimum Improvements are more fully depicted in Exhibit B, which is attached hereto and incorporated herein.

  • Site Improvements means any construction work on, or improvement to, streets, roads, parking facilities, sidewalks, drainage structures and utilities.

  • Improvements shall have the meaning set forth in the granting clause of the Mortgage.

  • Public Improvements means only the following improvements: housing facilities; garbage disposal plants; rubbish disposal plants; incinerators; transportation systems, including plants, works, instrumentalities, and properties used or useful in connection with those systems; sewage disposal systems, including sanitary sewers, combined sanitary and storm sewers, plants, works, instrumentalities, and properties used or useful in connection with the collection, treatment, or disposal of sewage or industrial wastes; storm water systems, including storm sewers, plants, works, instrumentalities, and properties used or useful in connection with the collection, treatment, or disposal of storm water; water supply systems, including plants, works, instrumentalities, and properties used or useful in connection with obtaining a water supply, the treatment of water, or the distribution of water; utility systems for supplying light, heat, or power, including plants, works, instrumentalities, and properties used or useful in connection with those systems; approved cable television systems, approved cable communication systems, or telephone systems, including plants, works,

  • Needs Improvement the Educator’s performance on a standard or overall is below the requirements of a standard or overall, but is not considered to be unsatisfactory at this time. Improvement is necessary and expected. Unsatisfactory: the Educator’s performance on a standard or overall has not significantly improved following a rating of needs improvement, or the Educator’s performance is consistently below the requirements of a standard or overall and is considered inadequate, or both.

  • Private Improvements means the improvements to be constructed on the Property that are not Public Improvements.

  • Home improvement means the remodeling, altering,

  • Improvement Plan means the plan required by the Authority from the Supplier which shall detail how the Supplier will improve the provision of the Goods and/or Services pursuant to Clause 29.1.1 (Authority Remedies);

  • Infrastructure improvement means permanent infrastructure that is essential for the public health and safety or that:

  • Development Site means any parcel or lot on which exists or which is intended for building development other than the following:

  • Quality Improvement means a focus on activities to improve performance above minimum standards and reasonably expected levels of performance, quality and practice.

  • Development Project means a project for the development of land within a project area.

  • Public improvement means projects for construction, reconstruction or major renovation on real property by or for a public agency. “Public Works” shall mean roads, highways, buildings, structures and improvement of all types, the construction, reconstruction, major renovation or painting of which is carried on or contracted for by any public agency to serve the public interest by does not include the reconstruction or renovation of privately owned property which is leased by a public agency.

  • Home improvement contractor or "contractor" means a person who sells goods and services, or agrees to furnish or render services, to a retail buyer pursuant to a home improvement installment contract, or sells goods and services to a retail buyer pursuant to a home improvement charge agreement, but not in connection with construction of new homes.

  • Improvement means the acquisition, construction, installation, or maintenance of any tangible property with an estimated useful life of five years or more including, but not limited to, the following:

  • Improvement Costs means any additional expenditure on a fixed asset that materially increases the capacity of the asset or materially improves its functioning or represents more than 10% of the initial depreciation base of the asset;

  • Maximum medical improvement means that no further material improvement would reasonably be expected from medical treatment or the passage of time;

  • Research Project means a discrete scientific endeavor to answer a research question or a set of research questions related to medical marijuana and is required for a medical marijuana research license.

  • Tenant Improvements Defined in Exhibit B, if any.