Xxxxxx Xxxxx Patents definition

Xxxxxx Xxxxx Patents means (a) the Softgel Patents and (b) all Patents now or hereafter owned or controlled by Xxxxxx Xxxxx to the extent necessary or useful for the development, use, offer for sale or sale (but not manufacture) of the Compound, Licensed Product and/or Improvements in the Field, including Xxxxxx Xxxxx’x interest, if any, in any Joint Patent, as defined in Section 15.3 of the Patent and Know-How License Agreement.

Xxxxxx Xxxxx Patents means all Patents Controlled by Xxxxxx Xxxxx or any of its Affiliates that are necessary or useful for the development, manufacture or commercialization of Milnacipran and the Licensed Product in the Licensed Territory. The Xxxxxx Xxxxx Patents include, without limitation, the Patents set forth on Exhibit B to the Restated License Agreement.

Xxxxxx Xxxxx Patents means all patents and PATENT APPLICATIONS which claim XXXXXX-XXXXX TECHNOLOGY, which are or become owned by XXXXXX-XXXXX during the CONTRACT PERIOD or to which XXXXXX-XXXXX otherwise has, now or during the term of the CONTRACT PERIOD, the right to grant licenses. Included within the definition of XXXXXX-XXXXX PATENTS are all continuations, continuations-in-part, divisions, patents of addition, reissues, renewals or extensions thereof, all SPCs and PRIOR IP.

Examples of Xxxxxx Xxxxx Patents in a sentence

• If Cypress assumes responsibility for any Xxxxxx Xxxxx Patent, such Patent shall be assigned to Cypress and shall no longer be included in the Xxxxxx Xxxxx Patents subject to this Agreement.

• Xxxxxx Xxxxx shall consider in good faith the requests and suggestions of Cypress with respect to strategies for prosecuting the Xxxxxx Xxxxx Patents in the Licensed Territory.

• Xxxxxx Xxxxx shall keep Cypress informed of progress with regard to the prosecution, maintenance, enforcement and defense of the Xxxxxx Xxxxx Patents by providing Cypress of copies of official actions, amendments and responses with respect to such prosecution.

• Each party agrees to cooperate fully in the prosecution of the Xxxxxx Xxxxx Patents, the Cypress Patents and the Cypress Formulation Patents under this Agreement.

• To the best of Xxxxxx Xxxxx’x knowledge, neither Xxxxxx Xxxxx, nor any of its Affiliates has received notice, whether in writing or otherwise, of any threatened claims or litigation, and is not aware of any reasonable basis for any claims or litigation, from any Third Party (including, without limitation, by officers, directors, employees, consultants or other personnel of Xxxxxx Xxxxx or any predecessor) seeking to invalidate, or alleging the invalidity of, any of the Xxxxxx Xxxxx Patents.

• Xxxxxx Xxxxx shall have the sole right to bring and control any action or proceeding with respect to infringement of any of the Xxxxxx Xxxxx Patents at its own expense and by counsel of its own choice.

• Xxxxxx Xxxxx shall be responsible for prosecution and maintenance of all Xxxxxx Xxxxx Patents at Xxxxxx Xxxxx'x sole expense.

• Xxxxxx Xxxxx shall keep Cypress informed of progress with regard to the prosecution, maintenance, enforcement and defense of the Xxxxxx Xxxxx Patents by providing Cypress copies of official actions, amendments and responses with respect to such prosecution.

• Prior to its expiration, this Agreement may be terminated in its entirety at any time by Xxxxxx Xxxxx upon [***] prior written notice to Forest in the event that Forest shall challenge or contest any of the Xxxxxx Xxxxx Patents in front of any Regulatory Authority or in a court of competent jurisdiction.

• Xxxxxx Xxxxx and Cypress shall promptly notify the other in writing of any alleged or threatened infringement or any challenge to the validity of the Xxxxxx Xxxxx Patents or any challenge to Xxxxxx Xxxxx’x ownership of or Cypress’ and/or its licensees’ right to use, the Xxxxxx Xxxxx Patents of which they become aware.

More Definitions of Xxxxxx Xxxxx Patents

Xxxxxx Xxxxx Patents means any Licensed Patents licensed to Cypress by Xxxxxx Xxxxx under the License Agreement.

Xxxxxx Xxxxx Patents has the meaning ascribed to it in the License Agreement.

Xxxxxx Xxxxx Patents means each claim of each patent or patent application which is now Controlled by or may hereafter be Controlled by Xxxxxx Xxxxx or any Affiliate or as to which Xxxxxx Xxxxx or any Affiliate may hereafter have rights (other than in respect of a Forest Patent which is licensed to Xxxxxx Xxxxx pursuant to this Agreement, but including Xxxxxx Xxxxx’x interest in Joint Patents) to the extent claiming the Compound or a Product or methods for formulating, making or using the Compound or a Product, including, without limitation, (i) each claim of each Xxxxxx Xxxxx patent listed on Schedule 1.53 and (ii) each claim of each patent issuing from or on each Xxxxxx Xxxxx patent application listed on Schedule 1.53, and in each case including extensions, continuations, continuations-in-part, reissues and divisions thereof; provided, however, that in the event any claim shall no longer subsist or be enforceable for any reason, including the expiration, cancellation, renunciation, abandonment, disclaimer, dedication, withdrawal or failure to maintain thereof, or an adjudication of invalidity or unenforceability by a court of competent jurisdiction from the judgment of which no further appeal can be taken, such claim shall be deemed automatically excluded from the term “Xxxxxx Xxxxx Patents” to such extent.