Provision Language
Definitions
“Licensed Manufacturing Know-How” means all Know-How that (a) is Controlled by VALNEVA or any of its Affiliates as of the Effective Date, (b) is Developed by VALNEVA during the Term of this Agreement, and (c) directly relates to the fill & finish Manufacture of the VALNEVA Product but does not include the Know-How relating to VALNEVA Drug Substance and/or related processes. The detailed scope of the Licensed Manufacturing Know-How is defined in the Technology Transfer Agreement.
“Licensed Patents” means i) the patents listed in Annex 2 of this Agreement and ii) any other future patents that may be filed during the Term of this Agreement by VALNEVA both i) and ii) in as far they are related to the Licensed Manufacturing Know-How.
“Licensed Technology” means the Licensed Manufacturing Know-How, and the Licensed Patents.
“SIIPL Improvements” shall mean and include all Know-How, invented or Developed during the Term of this Agreement solely by SIIPL or its Sub-licensees relating to the Manufacture, Development and Commercialization of the SIIPL Product under this Agreement.
7. Intellectual Property, Infringement and Prosecution
7.1 Ownership of IP. Both Parties shall keep all right, title and interest in and to their respective IP. Unless specifically agreed hereunder otherwise, nothing herein shall grant any Party a license to the other Party’s IP. For clarity, all Intellectual Property Rights in relation to Licensed Technology shall be VALNEVA’s IP and shall remain the exclusive property of VALNEVA, and all Intellectual Property Rights in SIIPL Improvements and excluding VALNEVA Licensed Technology are owned and Controlled by SIIPL as on the Effective Date of the Agreement and anytime thereafter shall be SIIPL’s IP and shall remain the exclusive property of SIIPL.
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7.3 SIIPL Improvements, Results and IPR. SIIPL Improvements, Results and Intellectual Property Rights generated solely by SIIPL under this Agreement pertaining to the SIIPL Product shall be exclusively owned by SIIPL.