INFORMATION of the other party; or. Basic exclusive license Sample License Agreement With Exclusive Patent Rights A note on global access Development of technologies borne from Harvard patent rights may lead to licensed products that could result in significant public health benefits in developing countries. Sample Licensing Agreements - Harvard Office of Technology Development Except as expressly provided in this Agreement, under no circumstances Subject to the terms and conditions of this Agreement, YALE hereby grants to LICENSEE an exclusive license, with the right to sublicense, under the LICENSED METHODS shall mean any method, procedure, service or process the practice of which, in the absence of a license from YALE, 17.2. jurisdiction in the State of Connecticut. 6.3. 9.2. Thank you so much and should I ever need attorney services down the road, I'll certainly be a repeat customer. NOT INFRINGE UPON ANY PATENT OR OTHER RIGHTS NOT VESTED IN YALE. The five fundamental rights that the bill gives to copyright ownersthe exclusive rights of reproduction, adaptation, publication, performance, and displayare stated generally in section 106. THIS AGREEMENT (the Agreement) by and between YALE UNIVERSITY, a corporation organized and existing under and by virtue of a charter granted by the general assembly of the Colony and State of Connecticut ARTICLE 6 EARNED ROYALTIES; MINIMUM ROYALTY PAYMENTS. will LICENSEE, as a result of this Agreement, obtain any interest in or any other right to any technology, know-how, patents, patent applications, materials or other intellectual or proprietary property of YALE. Attorney Yu works with employers to address employee relationship issues, develop effective policies and craft employment agreements. Use of our products and services are governed by our Terms of Use and Privacy Policy. Fort Lauderdale Intellectual Property Lawyers, Oklahoma City Intellectual Property Lawyers, Philadelphia Intellectual Property Lawyers, Salt Lake City Intellectual Property Lawyers, San Antonio Intellectual Property Lawyers, San Francisco Intellectual Property Lawyers. 13.6. PATENTS that cover the LICENSED PRODUCTS. This Agreement shall be binding upon and inure to the benefit of the parties and activities that it possesses, if any. As an attorney, Mr. Kordestani's focus has been on transactional drafting and negotiation and providing ongoing legal counsel, corporate compliance, and contract interpretation to numerous private individuals as well as companies in varied fields. Create a project posting in our marketplace. INCOME. WHEREAS, Licensor has developed a system of products and services (the "System") that it markets and sells . 3. Over 30 years of experience practicing commercial real estate and complex business litigation law. NO, AND EXPRESSLY DISCLAIMS ALL, REPRESENTATIONS AND WARRANTIES WHATSOEVER WITH RESPECT TO THE LICENSED PATENTS, LICENSED PRODUCTS AND LICENSED METHODS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY OR extent practicable under the circumstances). Jeff Colerick has been practicing law for over 30 years and has devoted his professional career to providing clients with intelligent representation and personal care. YALE shall give LICENSEE prompt (and, in any event, within thirty (30)days after YALEs receipt of written notice of a Claim) written 14.4. delayed. court having jurisdiction injunctive or provisional relief to protect the rights or property of that party pending resolution of the dispute. Hiring a lawyer on ContractsCounsel is easy, transparent and affordable. period of six (6)months from notice of such suit, then either party shall have the right to remove the country where the suit was filed from the LICENSED TERRITORY upon thirty (30)days written notice to the other party in accordance with IN WITNESS to their Agreement, the parties have caused this Agreement to be executed in duplicate originals by their duly to (i)keep both YALE and LICENSEE regularly informed of the progress of the prosecution, issuance and maintenance of all such patent applications and patents, (ii)make itself available with reasonable notice, at reasonable times and with LICENSEE shall have the sole right, in good faith, to determine whether to seek or obtain any patent term extension(s), restoration(s) or the like that may be available in the future with respect to the LICENSED PATENTS in any part of the Within sixty (60)days after each anniversary of the EFFECTIVE DATE, LICENSEE shall provide a written report to YALE summarizing All such applications or patents shall remain the property of YALE. which such sale is made have been obtained. Compare multiple proposals from lawyers and arrange calls through our platform. Exclusive licences give the licensee the right to use the intellectual property to the exclusion of all persons including the licensor. How much does it cost to draft a contract? LICENSED METHODS. written assignment to the INVENTION (including, without limitation, the LICENSED PATENTS) from each INVENTOR, (iv)YALE has made due inquiry of each INVENTOR and has no reason to believe that any such INVENTOR has granted, purported to grant or compounds or products for use in the FIELD. 2.3. March31,June30,September30 and December31) thereafter, provide YALE with a written report detailing the NET SALES and uses, if any, made by LICENSEE, its SUBLICENSEES and AFFILIATES of LICENSED PRODUCTS and If, in the reasonable opinion of LICENSEEs and YALEs 5.2. 3.3. We are not a law firm and do not provide legal advice. Exclusive license is a license limited to specific field. "Work") and has exclusive right to license others to produce, copy, make, or sell theWork. NET SALES of LICENSED PRODUCTS or LICENSED METHODS shall be deemed to have occurred on the date of invoice for such LICENSED PRODUCTS or A CC license is used when an author wants to give other people the right to share, use, and build upon a work that they (the author) have created. The obligations of non-use and confidentiality described above shall not pertain to that part of the CONFIDENTIAL INFORMATION that: (a) was known to the recipient prior to the disclosure by the disclosing party; or, (b) is at the time of disclosure or has become thereafter publicly known through no fault or omission attributable to the recipient; or, (c) is rightfully given to the recipient from sources independent of the disclosing party; or, (d) is established by written evidence to have been independently developed by the receiving party without use of or reference to the CONFIDENTIAL In the event that conversion from foreign currency is required in calculating a payment under this Agreement, the exchange rate used shall be the Interbank rate quoted INVENTION and INVENTOR are defined in Article 1.1. CONFIDENTIAL INFORMATION shall mean all information disclosed by one party to the other during the negotiation of, or under, this I got 5 bids within 24h of posting my project. worldwide exclusive trademark license agreement governed by Swiss law with a Japanese company, the exclusive licensee ("JLEE").6 JLEE is facing large scale infringing activities, which are committed by various third parties in several countries, and the license agreement does not specify whether, and under what conditions, JLEE has the acquire any rights by reason of this Agreement. 2.18. ARTICLE 9 REPORTS, RECORDS AND INSPECTIONS. AFFILIATE unless such SUBLICENSEE or AFFILIATE is the end user of any LICENSED PRODUCT or LICENSED METHOD, in which case such consideration shall be included in NET SALES at the average selling price charged to a third party during the same quarter. In such case, LICENSEE shall provide reasonable assistance to YALE if requested to do so. bringing any legal action for infringement and defending any counterclaim of invalidity or action of a third party for declaratory judgment for non-infringement or non-interference. DISCLAIMERS, LAWS, FORUM AND REGULATIONS, DISPUTE RESOLUTION, Employment Contract Review: Costs, What To Expect, What Happens If You Sign a Prenup and Get Divorced. Los Angeles Intellectual Property Lawyers, Austin Exclusive License Agreement Lawyers, Boston Exclusive License Agreement Lawyers, Chicago Exclusive License Agreement Lawyers, Dallas Exclusive License Agreement Lawyers, Denver Exclusive License Agreement Lawyers, Houston Exclusive License Agreement Lawyers, Los Angeles Exclusive License Agreement Lawyers, New York Exclusive License Agreement Lawyers, Phoenix Exclusive License Agreement Lawyers, San Diego Exclusive License Agreement Lawyers, Tampa Exclusive License Agreement Lawyers, See All Exclusive License Agreement Laywers. Disclaimer: ContractsCounsel is not a law firm and does not provide any kind of legal opinions, advice, or recommendations. LICENSE INITIATION FEE; MILESTONE; ROYALTIES, EARNED ROYALTIES; MINIMUM ROYALTY PAYMENTS, INDEMNIFICATION; INSURANCE; WARRANTIES AND Working with their service was efficient, effective and made me feel in control. assignment in contravention of this Article 17.6 shall be null and void and shall constitute a material breach of this Agreement. patent authorities concerning the LICENSED PATENTS and to permit LICENSEE to participate in such meetings or communications. This right includes 11.3. 5.3. information is subject to an exception described in Article 8.2; provided, however, that CONFIDENTIAL INFORMATION that is disclosed in tangible form shall be marked Confidential at the time of disclosure and CONFIDENTIAL INFORMATION that stock exchange or listing organization requirements) or permitted by Article 8.1(c), neither party may disclose the financial terms of this Agreement without the prior written consent of the other party. A nonexclusive license allows multiple licensees to exercise the same rights being transferred in the license. from YALE one or more of the patents and applications comprising the LICENSED PATENTS. This exclusive license agreement ("AGREEMENT") is effective on [DATE] ("Effective Date"), and is by and between THE REGENTS OF THE UNIVERSITY OF CALIFORNIA, a California corporation, whose legal address is 1111 Franklin Street, 12th Floor, Oakland, California 94607- 5200, acting through its Office of Technology Licensing, at the . IN NO EVENT SHALL YALE, OR ITS TRUSTEES, DIRECTORS, OFFICERS, 6.6. (b) [********] ($[********]) when LICENSEE or any of its SUBLICENSEES or AFFILIATES files an NDA for each LICENSED PRODUCT developed by LICENSEE. Copyright Licenses - FindLaw 9.3. A copyright license can be nonexclusive or exclusive, also known as limited and unlimited, respectively. 8.3. The firm represents clients in matters concerning construction, lending, developers, contractors and subcontractors, cell site leasing, property and boundary disputes, common interest community law, and residential condominiums and planned communities. Any dispute arising out of or related to this Agreement shall be brought in a court of competent of all foreign patent applications, and patents contained in the LICENSED PATENTS in countries outside the United States in the LICENSED TERRITORY selected by LICENSEE with the consent of YALE, not to be unreasonably withheld, conditioned or LICENSED PRODUCT in the United States. An exclusive licensee is one who has got such a right [Sec 2 (j)]. Upon YALEs request during the TERM, LICENSEE shall furnish a Certificate of Insurance and a copy of the current insurance policy(ies) to YALE. 17 U.S. Code 106 - Exclusive rights in copyrighted works Subject to the parties rights and These exclusive rights, which comprise the so-called "bundle of rights" that is a copyright, are cumulative and may overlap in some cases. insureds under the policy and provide for thirty (30)days written notice prior to any cancellation or material change to the policy(ies); and. disclose the other partys CONFIDENTIAL INFORMATION to any third parties under any circumstance without advance written permission from the other party; provided that LICENSEE shall be permitted to disclose YALEs CONFIDENTIAL INFORMATION to be paid by the SUBLICENSEE directly to YALE. SAGE hereby grants to Customer a non-exclusive perpetual right to use the Product(s) in a manner consistent with the Agreement and this Exhibit . 16.1. However, a co-owner cannot issue a retroactive license that would prevent a co-owner from suing for infringements that have already occurred. WO05067909A1). For purposes of this definition, 2.14. Get helpful updates on where life and legal meet. YALE shall ensure that all Indemnified Parties seeking to enforce Article 14.1 provide LICENSEE with such information and assistance as LICENSEE may reasonably research activities giving rise to the INVENTION and (ii)covenants to LICENSEE that TDF has irrevocably waived and disclaimed all of TDFs right, title and interest in and to the INVENTION and the LICENSED PATENTS in a valid, binding and Failure to do so shall, if determined to be a material breach and subject to the applicable cure period, be subject to termination under Article 13. INSOLVENT, or a petition in bankruptcy is filed against LICENSEE and is consented to, acquiesced in or remains undismissed for sixty (60)days, or LICENSEE makes a general assignment for the benefit of creditors, or a receiver is appointed for For example, exclusive right to use, manufacture and sell a patented article. LICENSED PATENTS would not be infringed, in the absence of a license from YALE, by the commercial sale by LICENSEE of mecamylamine hydrochloride together with citalopram hydrobromide, upon the sixtieth (60th)day after the date on which LICENSEE pays the issuance fee (following receipt of the notice of allowance) for such U.S. patent. effective date of termination in accordance with Article 13. She also has substantial experience settling debts, and she drafts, reviews and negotiates settlement agreements. (provided that deductions for bad debt in any calendar quarter shall not exceed [********]of aggregate gross sales for such quarter pursuant to clause (a)(i.e., before application of sub clauses (i-v))); (v) all duties, taxes and other governmental levies, fees or charges levied on the sale, transportation or delivery of LICENSED PRODUCTS Our team will learn about your firm's goals and source qualified lawyers to become virtual associates to create leverage. 2.11. LICENSEE shall bear the expense of such legal actions. REASONABLE COMMERCIAL EFFORTS shall mean documented efforts that are consistent with those typically utilized by companies of similar Sec. licenses granted to LICENSEE under the terms of this Agreement are terminated and YALE has the option, in its discretion, to terminate any sublicense granted by LICENSEE. agreed to grant any right or license to the INVENTION or any of the LICENSED PATENTS to any third party, (v)to YALEs knowledge, YALE owns all right, title and interest in and to the LICENSED PATENTS, (vi)YALE has the lawful right to against any EARNED ROYALTIES payable by LICENSEE in the same year and thereafter until exhausted. employees or agents that is necessary for those officers, employees or agents to carry out its responsibilities under this Agreement; and, (c) will not use the other partys CONFIDENTIAL INFORMATION other than as expressly set forth in this Agreement (including, in the case of LICENSEE, in the development or commercialization of LICENSED PRODUCTS OR LICENSED METHODS) or 2.24. These . in Appendix A, together with all continuations, divisionals and continuations-in-part that include any claim that is directed to subject matter described in the patent applications listed on Appendix A (collectively, the and extension charges. reputable overnight courier with written verification of receipt or by registered or certified first class United States Mail, postage prepaid, return receipt requested, (c)shall be sent to the following addresses or to such other address as Considering an LLC for your business? after such disclosure. shall not foreclose YALE from exercising any other right it may have as a consequence of the failure of LICENSEE to make any payment when due. 2.7. LICENSEE may sublicense the rights granted to it under this Agreement without the consent of YALE. 2.4 LICENSEE agrees to grant and hereby grants to LSU a perpetual, non-exclusive, royalty-free, irrevocable license for LSU to create derivative works of LICENSEE's DERIVATIVE WORKS and to use, In the event LICENSEE is U.S. Patent Application 10/585,562 Mecamylamine and Other Nicotinic Antagonists for A copyright license agreement is a legal contract granting an individual or business entity permission to use someone else's copyrighted intellectual property. He combines his industry knowledge with a practical and collaborative approach to problem solving. (a) gross invoice price from the sale or other transfer or disposition of the LICENSED PRODUCTS or LICENSED METHODS, or from services performed using In addition, 1.4. 7.3. sell, have sold, import or export any LICENSED PRODUCT or to practice any LICENSED METHOD; provided that a contract research organization or contract manufacturer contracted by LICENSEE or a SUBLICENSEE or an AFFILIATE to perform services on a LICENSEE shall continue to pay the MRP until the end of the TERM. request, at the reasonable expense of LICENSEE. (a) Subject to this Article 10.5, all pending patent applications payments due under this Agreement shall be paid to YALE in United States Dollars. Any attempted In the event LICENSEE underpaid the amounts due to YALE with respect to the audited period by more than five percent (5%), LICENSEE shall pay the reasonable cost of such examination, together with the 6.4. Termination notice VALID CLAIM shall, mean (i)a valid and enforceable claim of an issued and unexpired LICENSED PATENT or (ii)a claim of a pending application included in LICENSED PATENTS that is being prosecuted in good faith and that has not to those contained herein; and. Exclusive license allows a licensor to share intellectual property with a licensee for a specific period of time that usually binds the licensor to not share the property with anyone else. to comply with this Agreement. Within sixty (60)days after the effective SUBLICENSEE, provided that such payments do not exceed the fair market value of such securities, supply or activities, as applicable; (v)that LICENSEE or its AFFILIATES may berequired to repay (e.g., a loan); (vi)as reimbursement Each such report shall be signed by an officer of LICENSEE (or the officers designee), and must include: (a) the PDF Copyright License Agreement - Example METHOD, within the FIELD in the LICENSED TERRITORY (the LICENSE). If there is any excess recovery following payment of such Commercial and residential lease agreements or practice of the LICENSED METHODS (to the extent included separately on the applicable invoice), but not including income taxes; and. DISCLAIMERS. In addition, LICENSEE shall pay to YALE [********] ([********]) of any SUBLICENSE (i)LICENSED PATENTS are not TARGACEPT PATENTS, (ii)no pending patent application that solely covers a method of manufacture or delivery shall be a TARGACEPT PATENT and (iii)no issued patent that solely covers a method of Upon termination of this Agreement for any reason (but, for purposes of clarity, not expiration of the TERM), all rights and LICENSEE shall pay all EARNED ROYALTIES accruing to YALE within ninety (90)days from the end of each calendar quarter (i.e., B. Licensee desires to obtain, and Licensor has agreed to grant, a license authorizingthe use of the Work by Licensee in accordance with the terms and conditions of thisAgreement. ARTICLE 5 LICENSE INITIATION FEE; MILESTONE; ROYALTIES.