Program Improvements definition
Program Improvements means any and all inventions, developments, improvements, results, know-how, and other information, including clinical, technical, scientific, and medical information, know-how, methods, inventions, practices, and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information and all Intellectual Property relating to any of the foregoing, that is developed by or on behalf of Telix (or its Affiliates or sublicensees) or Wilex (or its Affiliates) or jointly by Telix and Wilex or any of their respective Affiliates, in connection with the Program.
Program Improvements means, collectively, (a) the GSK Monotherapy Product Manufacturing Improvements, and (b) any and all Know-How, and other information that was developed by or on behalf of GSK (or its Affiliates or sublicensees), or Amicus (or its Affiliates, or Sublicensees), or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates after the Original Effective Date, during the period from the Original Effective Date to the First Restated Effective Date, or during the period from the First Restated Effective Date to the Second Restated Effective Date, from the conduct of activities under the applicable Development Plan under the Original Agreement or the First Restated Agreement, as applicable, in each case with respect to any Products (but expressly excluding JR051 individually and JR051 as part of any Co-Formulation Product(s)), including all inventions, Know-How, and all other intellectual property rights arising in the conduct of such activities; provided, however, that Program Improvements will not include Amicus Intellectual Property, GSK Background IP, GSK In-Licensed Background ERT IP, Co-Formulation Product IP, or GSK Route B Manufacturing Processes; and provided further that, Program Improvements shall not include: (a) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (b) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Original Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (c) information which was independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records.
Program Improvements means any and all confidential Know-How, and other information that is developed by or on behalf of GSK (or its Affiliates or Sublicensees) or Amicus (or its Affiliates, subject to Section 12.3) or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates (subject to Section 12.3), in the performance of the Program, including inventions, Know-How, and all other intellectual property relating to any of the foregoing; provided, however, that Program Improvements will not include Amicus Intellectual Property; and provided further that, Program Improvements shall not include: (i) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (ii) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (iii) information which is independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records. Any Program Improvement that is developed solely by GSK or its Affiliate under this Agreement that was not enabled by the use of any Amicus Intellectual Property or developed in the performance of the Development Plan during the period in which Amicus and GSK are sharing Development Costs pursuant to Section 5.1.5 shall be referred to herein as a “GSK-Only Program Improvement.”
Examples of Program Improvements in a sentence
Unless AAMC expressly agrees otherwise in writing, AAMC shall have no obligation to make any Program Improvements.
Each Party will promptly disclose all Program Improvements to the other Party in writing with all relevant data supporting such Program Improvement.
Participant hereby assigns to AAMC any and all right, title, and interest Participant has or may acquire in, to, or under any Program Improvements.
Amicus shall assume responsibility for all Patent Costs relating to Patents included in Amicus Intellectual Property, Program Improvements, Program Patents and Co-Formulation Product IP as of the Second Restated Effective Date of this Agreement; provided that GSK shall bear any costs incurred in transferring prosecution control of such Patents to Amicus.
Participating Organization hereby assigns to AAMC any and all right, title, and interest Participating Organization has or may acquire in, to, or under any Program Improvements.
Subject to LICENSEE’s license rights under the License, Council is and will be sole owner of Council Technology, Council Confidential Information and Program Improvements.
Together with the Site Lease and Charter Contract, this MOU constitutes the entire understanding between the Parties relating to the operation of the DCSD Center-Based Programs in the Center-Based Program Improvements and supersedes any and all prior agreements, arrangements, communications, or representations, whether oral or written.
Construct or cause the Charter Corporation to construct the Center-Based Program Improvements in accordance with the Site Lease.
Revised Program Improvements These Improvements were approved for installation by Program Operator on (date) .
The Parties anticipate there will be the following three categories of improvements that the Resident Curator will make to the Leased Property pursuant to this Lease: (1) improvements required by the Curator Program ("Curator Program Improvements"), (2) Additional Non-Discretionary Improvements, and (3) Additional Discretionary Improvements.
More Definitions of Program Improvements
Program Improvements means any and all Know-How, Patents and all other intellectual property developed by or on behalf of Novartis (or its Affiliates) or jointly by Novartis and ▇▇▇▇▇ or any of their respective Affiliates, in connection with the Program.
Program Improvements means any and all confidential know-how, and other information that is developed by or on behalf of GSK (or its Affiliates) or VALEANT (or its Affiliates) or jointly by or on behalf of GSK and VALEANT or any of their respective Affiliates, in connection with the Program, including inventions, developments, results, clinical, technical, scientific, and medical information, know-how, methods, inventions, practices, and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information and all intellectual property relating to any of the foregoing; provided, however, that Program Improvements will not include Valeant Intellectual Property and provided further that, Program Improvements shall not include (i) information which is or becomes part of the public domain through no breach of this Agreement by GSK or VALEANT; (ii) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date; and (iii) information which is independently developed by GSK or VALEANT or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records.
Program Improvements means any and all inventions, developments, results, know-how and other information, including but not limited to clinical, technical, scientific and medical information, know-how, methods, inventions, practices and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information and all intellectual property relating to any of the foregoing, that is developed by or on behalf of P&G (or its Affiliates) or Nastech (or its Affiliates), or jointly by P&G and Nastech or any of their Affiliates, in connection with the Development Program.
Program Improvements means, collectively, (a) the GSK Monotherapy Product Manufacturing Improvements, and (b) any and all Know- How, and other information that is developed by or on behalf of GSK (or its Affiliates or Sublicensees), or Amicus (or its Affiliates, or Sublicensees) (subject to Sections 12.2 and 14.4(b)), or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates (subject to Sections 12.2 and 14.4(b)), after the Effective Date arising, during the period from the Effective Date to the Restatement Effective Date under the Original Agreement or during the Term of this Agreement, from the conduct of activities under the Original Agreement or under this Agreement, in each case with respect to Products (other than Co- Formulation Product(s)), including such activities conducted pursuant to (i) the Development Plan under the Original Agreement, (ii) the Existing Development Plan, including any modifications or amendments thereto, under this Agreement or (iii) any Amicus Territory Required Activities with respect to any Product (other than a Co-Formulation Product) or GSK Territory Required Activities with respect to any Product (other than a Co-Formulation Product), including all inventions, Know-How, and all other intellectual property rights relating to any of the foregoing; provided, however, that Program Improvements will not include Amicus Intellectual Property, GSK Background IP, GSK In-Licensed Background ERT IP, or Co-Formulation Product IP; and provided further that, Program Improvements shall not include: (a) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (b) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (c) information which is independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records.
Program Improvements will mean any and all inventions, developments, results, know-how and other information, including but not limited to clinical, technical, scientific and medical information, know-how, methods, inventions, practices and trade secrets, quality control information and procedures, pharmacological, toxicological and clinical test data and results and regulatory information and all intellectual property relating to any of the foregoing, that is developed by or on behalf of ALZA (or its Affiliates) or Ardent (or its Affiliates) or jointly by ALZA and Ardent or any of their Affiliates, in connection with the Program; provided, however, that Program Improvements will not include Ardent Intellectual Property or Ardent Confidential Information.
Program Improvements means, collectively, (a) the GSK Monotherapy Product Manufacturing Improvements, and (b) any and all Know-How, and other information that is developed by or on behalf of GSK (or its Affiliates or Sublicensees), or Amicus (or its Affiliates, or Sublicensees) (subject to Sections 12.2 and 14.4(b)), or jointly by or on behalf of GSK and Amicus or any of their respective Affiliates (subject to Sections 12.2 and 14.4(b)), after the Effective Date arising, during the period from the Effective Date to the Restatement Effective Date under the Original Agreement or during the Term of this Agreement, from the conduct of activities under the Original Agreement or under this Agreement, in each case with respect to Products (other than Co-Formulation Product(s)), including such activities conducted pursuant to (i) the Development Plan under the Original Agreement, (ii) the Existing Development Plan, including any modifications or amendments thereto, under this Agreement or (iii) any Amicus Territory Required Activities with respect to any Product (other than a Co-Formulation Product) or GSK Territory Required Activities with respect to any Product (other than a Co-Formulation Product), including all inventions, Know-How, and all other intellectual property rights relating to any of the foregoing; provided, however, that Program Improvements will not include Amicus Intellectual Property, GSK Background IP, GSK In-Licensed Background ERT IP, or Co-Formulation Product IP; and provided further that, Program Improvements shall not include: (a) information which is or becomes part of the public domain through no breach of this Agreement by GSK or Amicus or their respective Affiliates; (b) information which GSK can demonstrate by its written records was known by GSK or its Affiliates prior to the Effective Date excluding any information received by GSK under the terms of the Confidentiality Agreement; and (c) information which is independently developed by GSK or Amicus or their respective Affiliates outside of the Program, and such independent development can be demonstrated by written records. ****** - Material has been omitted and filed separately with the Commission.