EXHIBIT 99.7
PATENT CROSS LICENSE AGREEMENT
This Patent Cross License Agreement ("Agreement") is made as of July 31, 1995 by and between AST Research, Inc., a Delaware corporation ("AST"), and Samsung Electronics Company Limited, a Korean corporation ("SEC").
PURPOSE
AST and SEC wish to avoid unnecessary obstacles and expense, and to enhance each company's opportunities to make, use, sell and import products, by cross licensing patents on a royalty free basis, to the extent and under conditions as determined to be mutually advantageous by both AST and SEC.
Article 1. Definitions
1.1 Unless otherwise defined herein all capitalized terms shall have that
meaning ascribed to them in that certain General Terms Agreement between
the parties of even date herewith (the "General Terms Agreement").
1.2 "AST Patents" shall mean all classes or types of patents, utility models,
and applications for these classes or types of all countries of the world,
with respect to the Licensed Products, which have a first filing date prior
to the date of termination or expiration of this Agreement, which are now
owned or controlled or may hereafter during the term of this Agreement be
owned or controlled by AST or its Subsidiaries, or under which and to the
extent to which and subject to the conditions under which AST and its
Subsidiaries may have or may hereafter during the life of this Agreement
acquire the right to grant licenses or rights of the scope granted herein
without paying royalties or any other compensation to a third party (except
for payments to Subsidiaries or payments to a person for his inventions
made while employed by AST or any of its Subsidiaries).
1.3 "SEC Patents" shall mean all classes or types of patents, utility models,
and applications for these classes or types of all countries of the world,
with respect to the Licensed Products, which have a first filing date prior
to the date of termination or expiration of this Agreement, which are now
owned or controlled or may hereafter during the term of this Agreement be
owned or controlled by SEC or its Subsidiaries, or under which and to the
extent to which and subject to the conditions under which SEC and its
Subsidiaries may have or may hereafter during the life of this Agreement
acquire the right to grant licenses or rights of the scope granted herein
without paying royalties or any other compensation to a third party (except
for payments to
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Subsidiaries or payments to a person for his inventions made while
employed by SEC or any of its Subsidiaries).
1.4 "Licensed Products" shall mean the Personal Computers and the Peripheral
devices.
1.5 "Personal Computer(s)" means a system having the following elements: (i)
provision for user input; (ii) provision for output; (iii) memory for
storing at least program instructions; and (iv) at least one semiconductor
incorporating a CPU wherein said system is primarily intended for accepting
user inputs either directly or indirectly, processing data, and displaying
or output information, all under control of program instructions from
memory executed by said CPU. A Personal Computer may include all input and
output devices of the type sold therewith, including externally coupled
peripherals such as a keyboard, mouse, trackball, video display unit, and
further, all associated peripheral devices such as data storage devices,
modems, incorporated functions for LAN, TV, telephone, stereo, interactive
disk, multimedia or other functions or other peripheral devices
incorporated in the same housing as the CPU.
1.6 "Peripheral Device(s)" means a device which is not housed in a Personal
Computer when sold or disposed of and having (i) provision for input and
output of data or datum, (ii) memory storing at least program instructions,
and (iii) at least one Single Chip CPU; said Peripheral Device primarily
intended for coupling to a Personal Computer, or placement within the
housing of a Personal Computer. Examples include, but are not limited to,
keyboards, printers, modems, mass storage systems, and LAN servers.
1.7 "Technical Information" shall mean the information, data and materials,
including, without limitation, any and all technologies, inventions,
discoveries, know-how, designs, drawings and other proprietary information
which are contained in and necessary in connection with the full
utilization of AST Patents or SEC Patents.
Article 2. Mutual Releases
2.1 Release by AST. AST hereby releases, acquits and forever discharges SEC,
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its Subsidiaries and their respective customers (such release of customers
being limited to Licensed Products provided by SEC or its Subsidiaries)
from any and all claims or liability for infringement or alleged
infringement of any AST Patents, which may have occurred prior to the
Effective Date to the extent a license is herein granted by AST.
2.2 Release by SEC. SEC hereby releases, acquits and forever discharges AST,
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its Subsidiaries and their respective
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customers (such release of customers being limited to Licensed Products
provided by SEC or its Subsidiaries) from any and all claims or liability
for infringement or alleged infringement of any SEC Patents, which may
have occurred prior to the Effective Date to the extent a license is
herein granted by SEC.
Article 3. Grant of Licenses
3.1 License by AST. AST hereby grants to SEC and SEC's Subsidiaries a
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nonexclusive, nontransferable, royalty-free and worldwide license, without
right to sublicense third parties, under AST Patents and Technical
Information to make, have made, use, sell or otherwise dispose of Licensed
Products, and to use manufacturing or testing processes covered by AST
Patents and Technical Information for making or testing Licensed Products,
during the term of this Agreement. It is expressly stipulated, however,
that SEC may exercise the "have made" right only with the written consent
from AST.
3.2 License by SEC. SEC hereby grants ...
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