Ownership of Joint Patents and Joint Know-How Sample Clauses

Ownership of Joint Patents and Joint Know-HowThe Parties shall each own an equal, undivided interest in any and all (a) Information that is conceived, discovered, developed or otherwise made, as necessary to establish authorship, inventorship or ownership under Applicable Law, jointly by or on behalf of AstraZeneca (or its Affiliates), on the one hand, and Neoprobe (or its Affiliates or its Sublicensees), on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), and (b) Patents (the “Joint Patents”) and Intellectual Property Rights with respect thereto. Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, licensees and sublicensees to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents; provided, however, that none of AstraZeneca, Neoprobe or any of their respective Affiliates or sublicensees shall Exploit any Joint Patent or Joint Know-How outside the scope of this Agreement without the consent of the other Party, provided that AstraZeneca shall have the right to Exploit the Joint Patents and the Joint Know-How outside the Field and for the purpose of utilising its retained rights under Section 3.1.2 in its sole discretion, without the consent of Neoprobe, and provided further that Neoprobe shall not assign, pledge, encumber or otherwise transfer any of its rights in any Joint Know-How or Joint Patents without AstraZeneca’s prior written consent.
AutoNDA by SimpleDocs
Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Inventions and Information that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake or its Affiliates, on the one hand, and Adapt or its Affiliates or Sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Inventions and Information described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (and in the case of Adapt, its Sublicensees) to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 and 4.2, and each Party’s exclusivity obligations in Section 4.5, each Party shall have the right to Exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.
Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Information and inventions that are conceived, discovered, developed or otherwise made: (a) by or on behalf of either Party or its Affiliates or Sublicensees in connection with the work conducted under or in connection with (1) Joint Development Activities or (2) Initial Development Activities conducted after the aggregate Collaboration Costs incurred with respect to Initial Development Activities exceeds the Initial Development Costs other than Initial Development Activities funded solely by Licensee pursuant to section 5.10.3 or (b) jointly by or on behalf of Licensor or its Affiliates or Sublicensees, on the one hand, and Licensee or its Affiliates, on the other hand, in connection with the work conducted under or in connection with this Agreement, in each case ((a) and (b)) whether or not patented or patentable (the “Joint Know-How”) and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect thereto (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, licensees and Sublicensees to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 5.1 and 5.2 and the Parties’ respective exclusivity obligations hereunder, each Party shall have the right to Exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.
Ownership of Joint Patents and Joint Know-How. Subject to the licenses and other rights granted herein and the last sentence of Section 8.1.1, as between the Parties, the Parties shall each own an equal, undivided interest in any and all: (i) Information and Inventions that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lexicon or its Affiliates, on the one hand and Sanofi or its Affiliates, on the other hand, under this Agreement, whether or not patented or patentable (the “Joint Know-How”); and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Information and Inventions described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly Confidential materials omitted and filed separately with the Securities and Exchange Commission. Asterisks denote omissions. disclose to the other Party in writing and shall cause its Affiliates, and its and their licensees and (sub)licensees to so disclose, the development, making, conception or reduction to practice of any Joint Intellectual Property Rights. Subject to the licenses and other rights granted hereunder, except as otherwise prohibited hereunder, each Party shall have the right to practice or license the Joint Intellectual Property Rights without the consent of the other Party or a duty of accounting to the other Party (but for clarity, assignment of a Party’s interest in the Joint Intellectual Property Rights would require consent of the other Party).
Ownership of Joint Patents and Joint Know-HowSubject to the license grants under Sections 2.1 and 2.2, the Parties shall each own an equal, undivided interest in any and all (a) Information and inventions that are conceived, discovered, developed or otherwise made, as necessary to establish authorship, inventorship or ownership under applicable United States law, jointly by or on behalf of Licensor (or its Affiliates), on the one hand, and Licensee (or its Affiliates or its Sublicensees), on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the "JOINT KNOW-HOW"), and (b) Patents (the "JOINT PATENTS") and other intellectual property rights with respect thereto (together with Joint Know-How and Joint Patents, the "JOINT INTELLECTUAL PROPERTY RIGHTS"). Subject to this Section 9.1.3, the licenses granted under Sections 2.1 and 2.2 and the restrictions set forth in Section 2.8, in no event shall either Party or any of its respective Affiliates or Sublicensees assign, license or transfer any of their right, title and ownership in and to any Joint Intellectual Property Rights to any Third Party without the prior written consent of the other Party, such consent not to be unreasonably withheld; PROVIDED, HOWEVER, that each Party shall have the right to (sub)license its rights with respect to the Joint Intellectual Property Rights to the extent that it has a right to (sub)license pursuant to Section 2.5. Subject to this Section 9.1.3, the licenses granted under Sections 2.1 and 2.2 and the restrictions set forth in Section 2.8, each Party shall have the right to Exploit any Joint Intellectual Property Rights without the consent of, or a duty of accounting to, the other Party.
Ownership of Joint Patents and Joint Know-How. (a)Subject to Section 7.2.1(b), the last sentence of this Section 9.1.2(a) and Section 9.1.3, as between the Parties, the Parties shall each own an equal, undivided interest in any and all: (i) Information and other inventions that are conceived, discovered, developed or otherwise made jointly by or on behalf of Xilio or its Affiliates or its or their (sub)licensees, on the one hand, and Gilead or its Affiliates or its or their Sublicensees, on the other hand, under or in connection with this Agreement (other than [**]), whether or not patented or patentable (together with the Joint CT Know-How, the “Joint Know-How”); and (ii) any Patents (other than [**]) (together with the [**], the “Joint Patents”) and other intellectual property rights with respect to the Information and inventions described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). In addition, Xxxxx shall own and retain all right, title and interests in and to any and all [**].
Ownership of Joint Patents and Joint Know-How. As between the Parties, each Party shall each own an equal, undivided interest in any and all (i) Inventions and ‑43‑ Confidential Treatment RequestedUnder 17 C.F.R. §§ 200.80(b)(4), 200.83 and 240.24b-2 Information that are conceived, discovered, or otherwise made jointly by or on behalf of NHSc, its Affiliates or sublicensees, on the one hand, and Seres, its Affiliates or sublicensees, on the other hand, in the course of performing activities contemplated in this Agreement, whether or not patented or patentable (the “Joint Know-How”), and (ii) Joint Patents and other intellectual property rights in the Inventions and Information described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates and sublicensees to so disclose, the discovery, making, conception or reduction to practice of any Joint Know-How. Subject to the licenses, covenants and rights of reference granted under Sections 2.1, 2.2 and 2.3, each Party may, and may permit, through sublicenses or otherwise, others to, [***].
AutoNDA by SimpleDocs
Ownership of Joint Patents and Joint Know-How. Subject to the terms of the Consulting Agreement to be entered between the Parties, as between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Proprietary Information and Inventions that are conceived, discovered, developed or otherwise made jointly by or on behalf of Peacs or its affiliates or sublicensees, on the one hand, and Catheter Robotics or its affiliates, on the other hand, in connection with the work conducted under or in connection with this Agreement, in each case whether or not patented or patentable (the "Joint Inventions"), and (ii) Patents (the "Joint Patents") and other Intellectual Property rights with respect to the Proprietary Information and Inventions described in clause (i) (together with Joint Inventions and Joint Patents, the "Joint Intellectual Property Rights"). Subject to the exclusive licenses granted by Peacs to Catheter Robotics under Section 2.l (a), each Party shall have the right to Exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.
Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) [**] (the “Joint Know-How”), and (ii) [**] (the “Joint Patents”) and other intellectual property rights with respect to the Information and inventions described in clause (i) or clause (ii). Joint Patents and Joint Know-How shall be subject to the licenses and other rights granted under Section 8.1, [**]. CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.
Ownership of Joint Patents and Joint Know-How. As between the Parties, each Party shall have an equal, undivided interest in any and all:
Time is Money Join Law Insider Premium to draft better contracts faster.