Additional Developments Clause Samples

Additional Developments. 41 11.4 Ownership of Filings and Approvals............................. 42 11.5 Ownership of Data.............................................. 42 11.6 Enforcement of Intellectual Property Rights.................... 43 11.7 Cooperation.................................................... 43

Additional Developments. Each party shall own all rights, title and interest in all Additional Developments that it may develop. The party that develops any such Additional Development shall notify the other party thereof and, subject to mutual agreement on an appropriate rate of royalty and other terms and conditions, shall grant such other party a royalty-bearing license (with a right to sublicense to *** CONFIDENTIAL TREATMENT REQUESTED. 38 Sublicensees) to use such Additional Development, (i) in the case of Nycomed as licensee, in the Marketing, distribution and sale of the Product in the Territory, provided, however, that Nycomed may use such Additional Development in the Manufacturing of the Product in the Territory in the event that the Manufacturing Agreement is executed; and (ii) in the case of Anthra as licensee, in the Manufacturing, Marketing, distribution and sale of the Product outside the Territory. In the event that an Anthra licensee other than Nycomed shall develop an Additional Development, Anthra shall use commercially reasonable efforts to assist Nycomed in procuring a royalty-bearing license to use such Additional Development in the Marketing, sale or distribution of the Product in the Territory; provided, however, that Nycomed shall bear all payment and other obligations relating to such license.

Additional Developments. Subject to the Background IP, iBio-Owned Foreground IP, and RubrYc-Owned Foreground IP, the ownership of any other Intellectual Property, including all Intellectual Property Rights therein, Derived by or on behalf of either Party or its Discovery Subcontractors during performance of a Collaboration (each Party’s “Additional Developments”), shall follow inventorship or authorship. In the event Additional Developments are jointly invented or authored by personnel of both Parties (including their respective Discovery Subcontractors), such Additional Developments shall be owned by iBio. RubrYc will and hereby does assign to iBio all of its right, title and interest in and to any jointly invented or authored Additional Developments to effectuate the ownership terms herein, and will take (and will cause its Discovery Subcontractors to take) such further actions reasonably requested by iBio to evidence such assignments.

Additional Developments. All ideas, concepts, techniques or materials concerning the Franchised Business, whether or not protectable intellectual property and whether created by or for Franchisee or its owners or employees, must be promptly disclosed to Franchisor and will be deemed the sole and exclusive property of Franchisor and works made-for-hire for Franchisor, and no compensation will be due to Franchisee or its owners or employees therefor. At Franchisor’s discretion, such items may be incorporated into the System. To the extent any item does not qualify as a “work made-for-hire” for Franchisor, Franchisee shall assign ownership of that item, and all related rights to that item, to Franchisor and shall sign any assignment or other document as Franchisor requests to assist Franchisor in obtaining or preserving intellectual property rights in the item. Franchisor shall disclose to Franchisee concepts and developments of other franchisees that are made part of the System. As Franchisor may reasonably request, Franchisee shall take all actions to assist Franchisor’s efforts to obtain or maintain intellectual property rights in any item or process related to the System, whether developed by Franchisee or not.