Sanofi Background Patents definition

Sanofi Background Patents means all Patents (i) that are Controlled by Sanofi or its Affiliates as of the Effective Date or that come into the Control of Sanofi or its Affiliates during the Term, (ii) that do not constitute Joint Patents, Licensed Patents or Sanofi Sole Invention Patents, and (iii) that cover Sanofi Background Know-How.
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Sanofi Background Patents means any Patent Right (a) (i) that is Controlled by Sanofi or its Affiliates as of the Effective Date, including those listed in Exhibit C or (ii) that comes into the Control of Sanofi or its Affiliates during the Term, excluding the Sanofi Sole Program Patents and Joint Program Patents; and (b) that is necessary (as described in the definition of Sanofi Background Know-How) for the Research, Development, Manufacture or Commercialization of any Product in the Field; except that the Sanofi Background Patents excludes any Patent Rights claiming any device or device technology Controlled by Sanofi and/or any of its Affiliates as of the Effective Date or during the Term, unless such technology is incorporated into a Product under and in accordance with this Agreement, including a device used with a Product. If the license to MyoKardia hereunder or the practice by or on behalf of MyoKardia or its Affiliates or (Sub)licensees hereunder of any Patent Rights that satisfy the foregoing clauses (a) and (b) would require Sanofi to pay to a Third Party a royalty, milestone payment or other monetary compensation in consideration of such license, then such Patent Rights shall be excluded from this definition unless and until included pursuant to Section 10.7(d). To the extent any Sanofi Background Patents covers any technology that is incorporated into any Product under and in accordance with this Agreement (e.g., as the formulation of, manufacturing process for, device for use with and/or companion diagnostics for such Product), then such Sanofi Background Patents shall be deemed “necessary” (as used in clause (b) above) for the making, using or selling of such Compound or Product, regardless of whether any equivalent or similar alternative technology may exist.
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Examples of Sanofi Background Patents in a sentence

  • Sanofi will control, be responsible for, and have the sole right (but not the obligation) for, at its own expense, all aspects of the Prosecution and Maintenance of all Sanofi Background Patents and Sanofi Foreground Patents.

  • To the extent any Sanofi Background Patents covers any technology that is incorporated into any Product under and in accordance with this Agreement (e.g., as the formulation of, manufacturing process for, device for use with and/or companion diagnostics for such Product), then such Sanofi Background Patents shall be deemed “necessary” (as used in clause (b) above) for the making, using or selling of such Compound or Product, regardless of whether any equivalent or similar alternative technology may exist.

  • Sanofi shall confer with MyoKardia and take into consideration MyoKardia’s comments (in the case of the Sanofi Background Patents, solely to the extent relating to the Compounds and Products) prior to submitting such proposed filings and correspondence, provided that MyoKardia shall provide such comments within fourteen (14) days of receiving the draft filings and correspondence from Sanofi.

  • In addition, Sanofi shall promptly provide MyoKardia with drafts of all proposed material filings and correspondence to any patent authorities with respect to the Sanofi Prosecuted Patents (in the case of the Sanofi Background Patents, solely to the extent relating to the Compounds and Products) for MyoKardia’s review and comment prior to the submission of such proposed filings and correspondence.

  • Sanofi shall consult with MyoKardia and keep MyoKardia reasonably informed of the status of the Sanofi Prosecuted Patents (in the case of the Sanofi Background Patents, solely to the extent relating to the Compounds and Products) and shall promptly provide MyoKardia with material correspondence received from any patent authorities in connection therewith.

Related to Sanofi Background Patents

  • Collaboration Patents means any and all Patents that claim or cover any of the Collaboration Know-How.

  • Collaboration Patent Rights means Patent Rights claiming Collaboration Know-How.

  • Patent Rights means all patents and patent applications, including all divisionals, continuations, substitutions, continuations-in-part, re-examinations, reissues, additions, renewals, extensions, registrations, and supplemental protection certificates and the like of any of the foregoing.

  • Product Patents means any Patent Controlled or owned by Quoin in the Territory that, absent the license in Section 2.1, would be infringed by the importation, sale, or use of the Product in the Territory by a third party.

  • Licensed Patents means (a) all United States patents and patent applications listed in Exhibit A, as modified pursuant to Section 2.6.1, including patents arising from such patent applications; and (b) any re-examination certificates thereof, and their foreign counterparts and extensions, continuations, divisionals, and re-issue applications; provided that “Licensed Patents” will not include any claim of a patent or patent application covering any Manufacturing 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.

  • Licensed Patent Rights means:

  • Joint Patents means all Patents claiming any Joint Invention.

  • Joint Patent Rights means all Patent Rights claiming a Joint Invention.

  • Program Patent Rights means any Patent Rights that are Controlled by one or both parties and that Cover any Program Technology or Program Materials. For clarification, such Program Patent Rights include the entire scope of all of the claims contained in such Patent Rights.

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

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

  • Joint Inventions has the meaning set forth in Section 9.1.

  • 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;

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

  • Licensee Patents means all patent applications and patents Controlled by Licensee that claim (a) [***], or (b) [***].

  • 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.

  • Collaboration IP means Collaboration Know-How and Collaboration Patents.

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

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

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

  • Assigned Patent Rights means all of the following, whether now owned or hereafter acquired or arising:

  • Patent Right means: (a) an issued or granted patent, including any extension, supplemental protection certificate, registration, confirmation, reissue, reexamination, extension or renewal thereof; (b) a pending patent application, including any continuation, divisional, continuation-in-part, substitute or provisional application thereof; and (c) all counterparts or foreign equivalents of any of the foregoing issued by or filed in any country or other jurisdiction.

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

  • Regents' Patent Rights means The Regents interest in the claims of the United States patents and patent applications, corresponding foreign patents and patent applications (requested under Paragraph 7.3 herein), and any reissues, extensions, substitutions, continuations, divisions, and continuation-in-part applications (but only those claims in the continuation-in-part applications that are entirely supported in the specification and entitled to the priority date of the parent application) based on the patent applications listed in Appendix A (UC Case Nos [ * ] and [ * ]).

  • Joint Invention has the meaning set forth in Section 9.1.