Contract Translation Practice I.docx - Contract Translation Practice I Part A Translation of Recital and Definitions This Patent Licensing

Contract Translation Practice I.docx - Contract Translation...

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Contract Translation Practice I Part A: Translation of Recital and Definitions This Patent Licensing Agreement (this “Agreement”) is entered into as of November 30, 2017 between OWNER, Inc., a corporation incorporated in the State of Delaware and having its principal place of business at 1234 Sunset Boulevard, San Jose, California 95101 (hereinafter referred to in this Agreement as “OWNER”), and LICENSEE, Co., a corporation incorporated in the People’s Republic of China and having its principal place of business at No.2 Xisanhuanbeilu Road, Beijing, China 100089 (hereinafter referred to in this Agreement as “LICENSEE”). Recital In consideration of the mutual promise made in this Agreement, OWNER and LICENSEE agree that the terms and conditions set forth as follows will apply to the license of Licensed Patent described in the Agreement. OWNER has exclusive rights to a certain patents designated as the Licensed Patents, and certain Know-How relating to the Licensed Patents. LICENSEE desires to obtain certain exclusive license rights under the Licensed Patents and Know-How relating to the Licensed Patents for the development, manufacture and commercialization of the Licensed Product and Licensed Process under the terms and conditions set forth below. Agreement NOW, THEREFORE, the Parties agree as follows: I. Definitions The following capitalized terms used in this Agreement shall have the respective meanings ascribed to them below in this Chapter unless otherwise expressly defined in this Agreement (such definitions shall be equally applicable to both the singular and plural forms of the defined terms). The words “hereof,” “herein” and “hereunder” and words of like import when used in this Agreement shall refer to this Agreement as a whole and not to any particular provision of this Agreement, and Chapter, Subchapter and Section references are to this Agreement unless otherwise specified. Affiliate “Affiliate” of a Party shall mean any Entity that directly or indirectly owns or controls, is owned or controlled by, or is under common ownership or control with, such Party, where “control” means: (a) for an Entity incorporated in the U.S. or whose country of domicile is the U.S., direct or indirect ownership of fifty percent (50%) or more of the capital stock, or other direct or indirect ownership interest of the Entity carrying the right to vote for or appoint directors or their equivalent (if not a corporation) or otherwise to direct or cause the direction of the management policies of the Entity; or (b) for an Entity incorporated outside of the U.S. or whose country of domicile is outside of
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