No Patent Protection Sample Clauses

The "No Patent Protection" clause establishes that no patent rights are granted or implied under the agreement. In practice, this means that even if one party discloses inventions, processes, or technical information to the other, the recipient does not receive any license or right to use, make, or sell patented technology. This clause is essential for protecting the intellectual property of the disclosing party and prevents misunderstandings or legal disputes over the use of patented inventions, ensuring that all patent rights remain with their original owner unless explicitly licensed.
No Patent Protection. Royalties shall be payable at the rates specified in Section 4.1 or 4.2 above only with respect to sales of Products that would infringe a Valid Claim in the country in which such Products are sold. In the event that such Products are not covered by a Valid Claim in such country, XT shall be paid a royalty on such sales in accordance with this Article 4, [***].
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No Patent Protection. If a Product is not Covered by a Valid Claim of a Patent and there is Substantial Competition in a country with respect to such Product in a calendar year, each Royalty Rate, including each Minimum Royalty Rate, shall be reduced for Net Sales in such country by [ * ].
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No Patent Protection. If any Royalty-Bearing Product is sold in a country in the Allergan Territory in which (i) there is no Patent Protection, (ii) there is no Regulatory Exclusivity, and (iii) a Generic Product exists, then the royalty rates set forth in Sections 6.4(a) and (b) for such Royalty-Bearing Product shall be ****. “Generic Product” means, with respect to a Royalty-Bearing Product in the Field of Use in a particular country in the Allergan Territory, another pharmaceutical product that: (x) contains as an active ingredient Apaziquone;
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No Patent Protection. In the event that ABARIS does not owe PARI royalty payments pursuant to sub-section 3.11.1 above, during the Program B Royalty Period and subject to the terms and conditions of this Agreement, ABARIS shall pay PARI [*] of the Net Sales of the Drug Product produced with the Novel Formulation and sold together with the Inhaler or for inhalation delivery by the Inhaler in a country in the Territory where: (a) the sale of such Drug Product alone would not infringe a Valid Claim of an issued patent owned by PARI in such country; and (b) the sale of the Inhaler alone would not infringe a Valid Claim of an issued patent owned by PARI in such country; and (c) the sale of such Drug Product in combination with the Inhaler would not infringe a Valid Claim of an issued patent owned by PARI in such country.
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No Patent Protection. Royalties shall be payable at the rates specified in Section 4.1 or 4.2 above only with respect to sales of Products that would infringe a Valid Claim in the country in which such Products are sold. In the event that such Products are not covered by a Valid Claim in such country, XT shall be paid a royalty on such sales in accordance with this Article 4, but the royalty due XT with respect to Net Sales in such country will equal [*] of the royalty set forth in Section 4.1 or as it may be offset under Section 4.2. ------------------ * Certain information on this page has been omitted and filed separately with the Commission. Confidential treatment has been requested with respect to the omitted portions.
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No Patent Protection. Notwithstanding anything to the contrary -------------------- contained in Section 7.1: 7.5.1 In the event that Product is sold in a country in which the sale would not infringe a Valid Claim within the Patent Rights in the Territory, and significant sales of a substantially equivalent product are made by third parties in the Territory, the royalty otherwise applicable to such Product in the Territory shall be [*](even though the Product is made in a country in which such manufacture infringes a Valid Claim) for so long as significant sales of the substantially equivalent product continue. 7.5.2 In the event that any patent or any claim thereof included within the Patent Rights shall be held invalid in a decision by a court of competent jurisdiction, Salix shall have the right to withhold [*] of the royalties payable with respect to such claim accruing after the date of such decision. In the event that such decision is reversed on appeal, Salix shall promptly remit to Biorex all such royalties so withheld. 7.5.3 In the event Astra is granted a license to manufacture as set forth in Schedule 5 of the Salix/Astra Agreement with the royalty rates specified in Sections 6.1, 6.2 or 6.3 of said Schedule 5, the royalties otherwise payable by Salix under Article 7 shall be limited the lesser amount of: [*]
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No Patent Protection. If any Royalty Product is sold in a country in the Allergan Territory in which (i) there is no Patent Protection (as defined below), (ii) there is no Regulatory Exclusivity (as defined below), and (iii) a Generic Product (as defined below) exists, then the royalty rates set forth in Subsection 4(a) of this Second Amendment for such Royalty Product shall be [***]. “Generic Product” means, with respect to a Royalty Product in the Field of Use in a particular country in the Allergan Territory, another pharmaceutical product that: (x) contains as an active ingredient Apaziquone; and (y) is approved for use in such country (pursuant to 21 U.S.C. 355(b)(2), an ANDA, a separate NDA, compendia listing, other drug approval application or otherwise, including foreign equivalents of the foregoing, as applicable).“Patent Protection” means, in the country of sale in the Allergan Territory, that at least one of the claims of an issued and unexpired patent included within the Licensed Intellectual Property, which would be infringed by the sale of such Royalty Product in that country, is in effect and has not been revoked or held unenforceable or invalid by a final decision of a court or other governmental agency of competent jurisdiction having authority over said patent and that final decision is not appealed or unappealable (all claims are considered valid until so adjudicated and during prosecution of a patent application containing such claims) and is sufficient to prevent a Generic Product from being sold in such country. “Regulatory Exclusivity” means market exclusivity granted by a Governmental Authority designed to prevent the entry of Generic Product(s) onto the market in the Field of Use, including new chemical entity exclusivity, new use or indication exclusivity, new formulation exclusivity, orphan drug exclusivity, pediatric exclusivity and 180-day generic product exclusivity.
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No Patent Protection. During the Royalty Term, if a Product is not Covered by a Valid Claim of a Patent and there is Substantial Competition in a country with respect to such Product in a calendar year, each Royalty Rate shall be reduced to [ ]of the total royalties otherwise due under this Agreement for know-how and any other technology necessary to commercialize the Product. Confidential portions ([ ]) have been omitted pursuant to regulation 240.25b-2(b) of the Securities Exchange Act of 1934 and have been filed separately with the Commission.
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Related to No Patent Protection

  • PATENT PROTECTION 10.1. LICENSEE shall be responsible for all past, present and future costs of filing, prosecution and maintenance of all United States patent applications contained in the LICENSED PATENTS. Any and all such United States patent applications, and resulting issued patents, shall remain the property of YALE. 10.2. LICENSEE shall be responsible for all past, present and future costs of filing, prosecution and maintenance of all foreign patent applications, and patents contained in the LICENSED PATENTS in the countries outside the United States in the LICENSED TERRITORY selected by YALE and agreed to by LICENSEE. All such applications or patents shall remain the property of YALE. 10.3. If LICENSEE does not agree to pay the expenses of filing, prosecuting or maintaining a patent application or patent in any country outside the United States, or fails to pay the expenses of filing, prosecuting or maintaining a patent application or patent in the United States, then the LICENSE with respect to such patent application or patent shall terminate automatically with respect to that country. 10.4. The costs mentioned in Sections 10.2 and 10.3 shall include, but are not limited to, any past, present and future taxes, annuities, working fees, maintenance fees, renewal and extension charges. Payment of such costs shall be made, at YALE’s option, either directly to patent counsel or by reimbursement to YALE. In either case, LICENSEE shall make payment directly to the appropriate party within thirty (30) days of receiving its invoice. If LICENSEE fails to make payment to YALE or patent counsel, as appropriate, within the thirty (30) day period, LICENSEE shall be charged a five percent (5%) surcharge on the invoiced amount per month or fraction thereof or such other amount (higher or lower) as may be charged by patent counsel. Failure of LICENSEE to pay the surcharge shall be grounds for termination by YALE under Section 13.1 as and to the extent the same constitutes a TERMINATION EVENT. 10.5. All patent applications under the LICENSED PATENTS shall be prepared, prosecuted, filed and maintained by independent patent counsel chosen by YALE and reasonably acceptable to LICENSEE. Said independent patent counsel shall be ultimately responsible to YALE. LICENSEE shall have the right to retain, at its own expense, separate patent counsel to advise LICENSEE regarding such patent matters. YALE shall instruct its patent counsel to keep YALE, LICENSEE and LICENSEE’s patent counsel, if any, fully informed of the progress of all patent applications and patents, and to give both YALE and LICENSEE reasonable opportunity to comment on the type and scope of useful claims and the nature of supporting disclosures and other matters in the course of patent prosecution and maintenance. YALE will not finally abandon any patent application for which LICENSEE is bearing expenses without LICENSEE’s consent. In making its decisions regarding patent matters YALE shall (1) give due regard to the advice of its patent counsel, (2) instruct its patent counsel to consider any advice offered by LICENSEE’s patent counsel, if any, and (3) conduct such preparation, prosecution and maintenance of patent applications and patents in a manner that is commercially reasonable and with a view to assisting LICENSEE in complying with its obligations under this AGREEMENT and to facilitate LICENSEE’s ability to commercialize PRODUCTS IN CLASS and/or LICENSED METHODS for which royalties will be payable by LICENSEE under Section 6.1. YALE shall have no liability to LICENSEE for damages, whether direct, indirect or incidental, consequential or otherwise, allegedly arising from its good faith decisions, actions and omissions taken in compliance with this AGREEMENT in connection with such patent prosecution. 10.6. LICENSEE shall ▇▇▇▇, and shall require SUBLICENSEES to ▇▇▇▇, all LICENSED PRODUCTS with the numbers of all patents included in LICENSED PATENTS that cover the PRODUCTS IN CLASS. Without limiting the foregoing, all PRODUCTS IN CLASS shall be marked in such a manner as to conform with the patent marking notices required by the law of any country where such PRODUCTS IN CLASS are made, sold, used or shipped, including, but not limited to, the applicable patent laws of that country.

  • INFRINGEMENT AND PATENT ENFORCEMENT 11.01 PHS and Licensee agree to notify each other promptly of each infringement or possible infringement of the Licensed Patent Rights, as well as any facts which may affect the validity, scope, or enforceability of the Licensed Patent Rights of which either Party becomes aware. 11.02 Pursuant to this Agreement and the provisions of Chapter 29 of title 35, United States Code, Licensee may: a) bring suit in its own name, at its own expense, and on its own behalf for infringement of presumably valid claims in the Licensed Patent Rights; b) in any such suit, enjoin infringement and collect for its use, damages, profits, and awards of whatever nature recoverable for such infringement; and c) settle any claim or suit for infringement of the Licensed Patent Rights provided, however, that PHS and appropriate Government authorities shall have the first right to take such actions. If Licensee desires to initiate a suit for patent infringement, Licensee shall notify PHS in writing. If PHS does not notify Licensee of its intent to pursue legal action within ninety (90) days, Licensee will be free to initiate suit. PHS shall have a continuing right to intervene in such suit. Licensee shall take no action to compel the Government either to initiate or to join in any such suit for patent infringement. Licensee may request the Government to initiate or join in any such suit if necessary to avoid dismissal of the suit. Should the Government be made a party to any such suit, Licensee shall reimburse the Government for any costs, expenses, or fees which the Government incurs as a result of such motion or other action, including any and all costs incurred by the Government in opposing any such motion or other action. In all cases, Licensee agrees to keep PHS reasonably apprised of the status and progress of any litigation. Before Licensee commences an infringement action, Licensee shall notify PHS and give careful consideration to the views of PHS and to any potential effects of the litigation on the public health in deciding whether to bring suit.

  • Copyright Infringement Contractor shall also indemnify, defend and hold harmless all Indemnitees from all suits or claims for infringement of the patent rights, copyright, trade secret, trade name, trademark, service ▇▇▇▇, or any other proprietary right of any person or persons in consequence of the use by the City, or any of its boards, commissions, officers, or employees of articles, work or deliverables supplied in the performance of Services. Infringement of patent rights, copyrights, or other proprietary rights in the performance of this Agreement, if not the basis for indemnification under the law, shall nevertheless be considered a material breach of contract.

  • ▇▇▇▇ Protection 1With respect to the Parties' rights and obligations under this Framework Agreement, the Parties agree that the Authority is the Data Controller and that the Supplier is the Data Processor.

  • Patent The development of patentable inventions or discoveries is not the primary purpose of the research activities of the faculty. Employees have no obligation to seek patent protection for the results of scientific work nor to modify research to enhance patentability. 10.6.1 OC agrees that employees have the unqualified right to publish their inventions, improvements, designs or developments and, except as noted in section 10.6.3, OC waives, disclaims and abandons any interest in or claims to any invention, improvement, design or development made by an employee or employees and unless otherwise provided in this Article, any invention, improvement design or development, or any patent arising therefrom shall be the sole property of the inventor(s). 10.6.2 Where the activities are a part of work performed for which OC is not paying the employee from any source and no OC space or equipment is being used, the employee shall be entitled to any and all royalties from such patents. Employees shall have the right to make their own arrangements at their own expense to patent an invention, an improvement, a design or development and, subject to the obligations in the Article and except as noted in section 10.6.3, shall be entitled to all the proceeds therefrom.