Examples of UIRF License Agreement in a sentence
XXXXX shall be responsible for and shall pay, in full, all royalties and other amounts owed under agreements to which XXXXX is a party as of the Effective Date which relate to Licensed Products, including, without limitation, the XXXX License Agreement and the UIRF License Agreement.
None of the other parties to the XXXX License Agreement or the UIRF License Agreement has given any notice to or made a claim against XXXXX or any of its Affiliates with respect to any breach or default under the XXXX License Agreement or the UIRF License Agreement.
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Each of the Xxxxx Entities, as the case may be, is the legal and beneficial owner of, or has the right to grant to PFIZER the rights granted herein pursuant to (x) the XXXX License Agreement, the UIRF License Agreement or any other assignment of inventorship, (y) all the Xxxxx Patent Rights in the Field and (z) all Xxxxx Technology in the Field.
Except for the rights granted to XXXXX under the XXXX License Agreement and the UIRF License Agreement, none of the rights of XXXXX or its Affiliates under the Xxxxx Patent Rights in the Field or Xxxxx Technology in the Field have been licensed or otherwise made available (including without limitation pursuant to any immunity from suit arrangement) to XXXXX or its Affiliates from a Third Party.
The XXXX License Agreement and the UIRF License Agreement will continue to be in full force and effect on identical terms immediately following the execution of this Agreement, and there have not been any amendments or alterations thereto that have not been heretofore disclosed to PFIZER.
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XXXXX agrees that it shall not amend, modify or supplement the XXXX License Agreement or the UIRF License Agreement, or waive any terms or conditions thereunder, that would have an adverse effect on PFIZER’s rights hereunder, without the prior consent of PFIZER.
XXXXX shall provide to PFIZER advance notice as is reasonable under the circumstances (but in any event not less than five (5) calendar days) of any amendment, modification, supplement or waiver of the XXXX License Agreement or the UIRF License Agreement that has a material effect on PFIZER’s rights hereunder.
The UIRF License Agreement represents the complete agreement and understanding between UIRF and Xxxxx and its Affiliates relating to the Xxxxx Patent Rights and the Xxxxx Technology that are the subject of the UIRF License Agreement.