Isis Patents Clause Samples

Isis Patents. The effectiveness of this Agreement is subject to the due execution and delivery by Sequenom and Isis of a valid and binding agreement pursuant to which Sequenom purchases from Isis all right title and interest in and to the Isis Patents and receives full legal and beneficial title thereto, subject to the rights described in Schedule 7.1(b), and the satisfaction of any and all conditions precedent set forth therein. Sequenom represents and warrants that the Isis Patents were sold, assigned and transferred to Sequenom, and the provisions of this Section 2.7 have been satisfied in full, before the Effective Date.
Isis Patents. Solely with respect to the Amendment-Additional Collaboration Target Program, the Patent Rights listed on ATTACHMENT 2 to this Amendment (i) are part of the Isis Core Technology Patents and (ii) will not be considered formulation technology excluded under the definitions of Licensed Know-How or Licensed Patents, except that the Patent Rights listed on ATTACHMENT 2 to this Amendment (A) will be considered formulation technology for purposes of Section 8.9.3, 8.9.4 of the Agreement and the definition of Additional Core IP under the Agreement, and (B) [***]. The Patent Rights listed on ATTACHMENT 3 to this Amendment are part of the Isis Product-Specific Patents, solely with respect to the Amendment-Additional Collaboration Target Program.
Isis Patents. (i) Isis will have the sole and exclusive right, in its sole discretion and at its expense, to file, prosecute, maintain, enforce and defend any Patents within the Isis Patent Rights and the Isis Invention Patents. (ii) Ercole will promptly advise Isis if Ercole becomes aware of any suspected or actual infringement of the Isis Patent Rights and the Isis Invention Patents by any person. (iii) Isis will be entitled to all damages and monetary awards recovered as a result of enforcing the Isis Patent Rights and the Isis Invention Patents; provided, however, that with respect to damages or monetary awards recovered as a result of enforcing the Isis Patent Rights or the Isis Invention Patents in connection with the infringement of a Patent claiming the composition of matter of an Ercole Product, then the Parties will negotiate in good faith an appropriate allocation of any amounts recovered, taking into consideration the reasonable costs incurred by each Party with respect to the enforcement of such Patents and the royalties and milestones Isis would have otherwise received had the infringing party obtained a sublicense from Ercole.