Assignments and Licenses Clause Samples

Assignments and Licenses. No Party or any member of its Group may assign or grant a license in or to any of its Intellectual Property Rights licensed to the other Party or any member of its Group pursuant to ARTICLE III or ARTICLE IV, unless such assignment or grant is subject to the licenses, covenants and restrictions set forth herein. For the avoidance of doubt, a non-exclusive license grant shall be deemed subject to the licenses granted herein.

Assignments and Licenses. Any assignment, other transfer or license by either Party or any member of its Group of any Intellectual Property Rights licensed to the other Party or any member of its Group pursuant to ARTICLE III or ARTICLE IV, respectively, shall be subject to the applicable licenses, covenants and restrictions set forth herein.

Assignments and Licenses. 2.1 Gilead hereby sells and assigns to Isis all of Gilead's right, title and interest in Patent Rights, subject to the rights of Glaxo Wellcome Inc. ("Glaxo") under the Collaborative Research Agreement between Glaxo and Gilead dated March 25, 1996 (the "Glaxo Agreement"), provided however, that the assignment of U.S. Patent Number 5,256,775 shall be subject to the condition precedent that Gilead settle the interference involving this patent on conditions of Gilead's choosing (including conceding priority). Gilead hereby grants Isis an exclusive, royalty-free, worldwide, assignable license (with the right to grant sublicenses) to U.S. Patent Number 5,256,775 beginning on the Effective Date and continuing until such time that Gilead settles the interference and the assignment to Isis becomes effective. 2.2 Gilead hereby assigns and delegates to Isis (and Isis accepts and agrees to perform) all of Gilead's rights and obligations under the License Agreement between ▇▇▇▇ Research Corporation ("▇▇▇▇ Research") and Gilead dated January 1, 1994 and amended on November 19, 1996. A copy of the written consent to such assignment and delegation signed by ▇▇▇▇ Research is attached hereto as Exhibit B. In the event that Isis, by reason of this Agreement, is required to indemnify ▇▇▇▇ Research under Section 8.1 (b) of the ▇▇▇▇ Research License Agreement, Gilead will indemnify Isis up to a maximum amount equal to one hundred percent (100%) of total royalties received by Gilead from ▇▇▇▇ Research; thereafter, Gilead will not have any indemnity obligations to Isis related to such Agreement. Gilead will continue to honor its obligations to ▇▇▇▇ Research for activities preceding the Effective Date of this Agreement. 2.3 Subject to the rights of ▇▇▇▇ Research above, Isis hereby grants to Gilead an exclusive, perpetual, irrevocable, royalty-free, worldwide, assignable license (with the right to grant sublicenses) to directly or indirectly make, have made, use, import, export or sell compounds and other subject matter falling within the scope of Patent Rights which are [ * ]. 2.4 Gilead hereby grants to Isis a nonexclusive, perpetual, royalty-free, worldwide, assignable license (with the right to grant sublicenses) to compounds and other subject matter which are within the scope of Patent Rights, solely for use as intermediates in the manufacture of Codeblocker Compounds or oligomers [ * ]. 2.5 Isis hereby grants to Gilead a non-exclusive, non-sublicensable, non-assignable, perp...

Assignments and Licenses. No assignment, license or other agreement may be entered into or will be considered valid with respect to copyrights and patents owned by the District except by an official specifically authorized to do so.

Assignments and Licenses. The Parties acknowledge and agree that any assignment or license by a Party or any member of its Group of any of its Intellectual Property licensed to the other Party pursuant to Article 2 or Article 3 shall be subject to the rights and licenses granted to such other Party herein.

Assignments and Licenses. (a) Effective at the time Provider receives full and final payment for equipment purchased by Client, Provider assigns to Client all right, title, and interest in the specified equipment; provided, however that such assignment does not include any Provider Technology or the intellectual property right of any third party; and (b) Commencing at the time Provider receives full and final payment for the work performed and services rendered, Provider grants to Client a non-exclusive, non-transferable, royalty-free license to use the Provider Technology incorporated into the originally developed tangible deliverable solely in connection with the use of the tangible deliverable as a whole, and to the extent that Client or its employees or contractors participate in the creation or development of Provider Technology. Client, on behalf of itself and its employees and contractors, hereby assigns to Provider all right, title, and interest, including all intellectual property rights in, the Provider Technology; provided, however that such assignment does not include any Client Technology or the intellectual property rights of any third parties.

Assignments and Licenses. FortisAlberta will have the right from time to time to grant in its sole discretion franchises, licences or assignments of its rights under this Agreement, in whole or in part, including any rights with respect to telecommunication lines to third parties, without notice to the Grantor or further compensation becoming payable to the Grantor under this Agreement. If the Grantor transfers the Land or any interest in the Land then the Grantor will provide FortisAlberta with notice of the transfer within 30 days of the transfer.

Assignments and Licenses. No assignment, license or other agreement may be entered into or will be considered valid with respect to copyrights and patents owned by the District except by an official specifically authorized to do so. This article shall not apply to any intellectual property which would constitute “instructional material” under Education Code section 78900. The District shall retain a license in any work(s) created and owned by the faculty member upon the faculty member’s separation of employment with the District.

Assignments and Licenses. 3.1 Notwithstanding anything to the contrary in the Statement of Work No. 2 or the Master HTG/QIAGEN Agreement, the Parties acknowledge and agree that (a) all […***…] and Project […***…] Results (as those terms are defined in the Initiation Agreement, and where applicable, as modified by this Supplement Agreement) are solely owned by BMS and are Confidential Information of BMS, (b) all GeneReader Platform Algorithms (as that term is defined in the Initiation Agreement as modified by this Supplement Agreement) are solely owned by QIAGEN except to the extent generated for any platform other than the GeneReader Platform, in which case, such algorithm will be jointly owned by QIAGEN and HTG, (c) all Analytical Performance Data and QIAGEN Classifiers (as those terms are defined in the Initiation Agreement and where applicable, as modified by this Supplement Agreement) shall be jointly owned by QIAGEN and HTG, (d) all HTG Technology Improvements shall be solely owned by HTG, (e) the Project […***…] shall be jointly owned by the Parties, and, notwithstanding anything in the HTG/BMS Collaboration Agreement to the contrary, HTG shall be subject to the same Project […***…] disclosure limitations imposed upon QIAGEN in Section 9.7 of the Initiation Agreement, and (f) all other Results (as that term is defined in the Initiation Agreement, as modified by this Supplement Agreement) are jointly owned by QIAGEN, HTG and BMS. Subject to QIAGEN’s assignment being of the same scope and nature pursuant to the Initiation Agreement, as it may be amended from time-to-time after the Effective Date of this Supplement Agreement, HTG hereby assigns (i) HTG’s entire right, title and interest in and to all […***…] and Project […***…] Results (as those terms are defined in the Initiation Agreement, and where applicable, as modified by this Supplement Agreement) to BMS. BMS and QIAGEN each hereby assigns its entire right, title and interest in and to HTG Technology Improvements to HTG. Subject to any applicable use or disclosure obligations, and subject to Sections 3.1(a) through (e) of this Supplement Agreement, (i) HTG hereby assigns its entire, right title and interest in any Results (as that term is defined in this Supplement Agreement) that are jointly owned by HTG and QIAGEN pursuant to this Supplement Agreement and that are QIAGEN Property (as that term is defined in the Master HTG/QIAGEN) to QIAGEN; and (ii) QIAGEN hereby assigns its entire, right title and interest in any Resul...