“Know-How”. Know-How means proprietary or non-public information or materials, whether patentable or not, including # ideas, discoveries, inventions, improvements or trade secrets, # pharmaceutical, chemical or biological materials, products or compositions, # tests, assays, techniques, data, methods, procedures, formulas or processes, # technical, medical, clinical, toxicological or other scientific data or other information relating to any of the foregoing, and # drawings, plans, designs, diagrams, sketches, specifications or other documents containing or relating to such information or materials.

Know-How. For any Company Crispr/Cas Know-How or Company Optimized Cas Know-How that is claimed or disclosed in a Patent after the JV Agreement Termination Date, the Parties will work in good faith to ensure that such Patents are prosecuted in accordance with the Amended and Restated Intellectual Property Management Agreement.

Disclosure of Know-How. For clarity, the Parties hereby agree and acknowledge that to the extent that either Party hereto has disclosed, or in the future discloses, to the other Party any Know-How or other Intellectual Property of such Party or its Affiliates pursuant to this Agreement, the other Party shall not acquire any ownership rights in such Know-How or other Intellectual Property by virtue of this Agreement or otherwise, and as between the Parties, all ownership rights therein shall remain with the disclosing Party (or its Affiliate).

Disclosure of Know-How. For as long as the Parties are conducting Development activities under the Development Plan, upon Licensee’s written request no more frequently than ​, Ovid shall disclose and make available to Licensee, in electronic form where possible, all Ovid Know-How that comes into existence after the Effective Date and that was not previously provided to Licensee, promptly after the earlier of the development, making, conception, or reduction to practice of such Ovid Know-How. For as long as the Parties are conducting Development activities under the Development Plan, upon Ovid’s written request no more frequently than ​, Licensee shall, and shall cause its Affiliates to, disclose and make available to Ovid, in electronic form where possible, any Licensee Know-How not previously provided to Ovid, promptly after the earlier of the development, making, conception, or reduction to practice of such Licensee Know-How. The CGB shall establish a mechanism for the reciprocal disclosure of such Know-How.

“Know-How”. Know-How means proprietary or non-public information or materials, whether patentable or not, including # ideas, discoveries, inventions, improvements or trade secrets, # pharmaceutical, chemical or biological materials, products or compositions, # tests, assays, techniques, data, methods, procedures, formulas or processes, # technical, medical, clinical, toxicological or other scientific data or other information relating to any of the foregoing, and # drawings, plans, designs, diagrams, sketches, specifications or other documents containing or relating to such information or materials.

Know-how. The Licensee shall have the right to request visits to CKI’s offices or showrooms to meet with its personnel, in order to obtain additional know-how and assistance, all as and only as CKI deems appropriate. The scheduling of such visits shall be at times mutually convenient to the parties hereto. In connection with such visits, the Licensee shall bear all expenses of the Licensee’s representatives.

Disclosure of Know-How. For as long as the Parties are conducting Development activities under the Development Plan, upon Licensee’s written request no more frequently than ​, Ovid shall disclose and make available to Licensee, in electronic form where possible, all Ovid Know-How that comes into existence after the Effective Date and that was not previously provided to Licensee, promptly after the earlier of the development, making, conception, or reduction to practice of such Ovid Know-How. For as long as the Parties are conducting Development activities under the Development Plan, upon Ovid’s written request no more frequently than ​, Licensee shall, and shall cause its Affiliates to, disclose and make available to Ovid, in electronic form where possible, any Licensee Know-How not previously provided to Ovid, promptly after the earlier of the development, making, conception, or reduction to practice of such Licensee Know-How. The CGB shall establish a mechanism for the reciprocal disclosure of such Know-How.

“Knowledge” means, with respect to a Party, the actual knowledge of any employees of such Party (including in such Party’s internal legal department and intellectual property group) who were directly involved in the negotiation of this Agreement with the other Party, without any duty to conduct any investigation.

Disclosure of Know-How. Subject to the provisions of this Article 7, the Parties hereby agree and acknowledge that to the extent that either Party hereto has disclosed, or in the future discloses, to the other Party any Know-How or other Intellectual Property of such Party or its Affiliates pursuant to this Agreement, the other Party shall not acquire any ownership rights in such Know-How or other Intellectual Property by virtue of this Agreement or otherwise, and as between the Parties, all ownership rights therein shall remain with the disclosing Party (or its Affiliate).

“Know-How”. Know-How means proprietary or non-public information and materials, whether patentable or not, including, # ideas, discoveries, inventions, improvements or trade secrets, # pharmaceutical, chemical and biological materials, products and compositions, # tests, assays, techniques, data, methods, procedures, formulas, and/or processes, # technical and non-technical data and other information relating to any of the foregoing, # drawings, plans, designs, diagrams, sketches, specifications and/or other documents containing or relating to such information or materials, and # business processes, price data and information, marketing data and information, sales data and information, marketing plans and market research.