Background Patents. The Parties have not identified any LICENSOR Background Patents that the parties believe are necessary for LICENSEE to make or use the Licensed Products. In the event that the Parties discover LICENSOR Background Patents that are necessary for LICENSEE to make or use the Licensed Products, the Parties agree to negotiate in good faith, upon request by either party, for a license to the LICENSOR Background Patents, (“Additional Patents”). The license to any Additional Patents shall be made subject to and limited by all previous and then existing encumbrances, grants and extensions thereof, and all other obligations to third parties with respect to the Additional Patents. Nothing set forth in this section 2.07 shall be deemed to restrict in any way either party from entering into agreement with other third parties relating to any Background Intellectual Property including the Additional Patents. Thus it is possible that LICENSOR’s right to license the Additional Patents may be limited by existing agreements and may be further limited or extinguished by possible future agreements with other third parties, which may include, but is not limited to assignment of these Additional Patents to third parties.
Appears in 2 contracts
Sources: Evaluation Agreement, Evaluation Agreement