Common use of Arising Intellectual Property Clause in Contracts

Arising Intellectual Property. During the Term, all right, title and interest in and to any enhancement, invention or discovery created, conceived, identified, or reduced to practice by Alzheon, any of its Affiliates or any sublicensee or by a Third Party on behalf of Alzheon that relies on or incorporates the Licensed Technology (an “Improvement”) shall be assigned by Alzheon, or Alzheon shall cause such right, title and interest to be assigned by such Third Party, to the Licensor or its designee. The Parties acknowledge and agree that, pursuant to Section 3.1.3 of the Xxxxxx License Agreement, the Licensor is required to assign to Xxxxxx all Improvements that rely on or incorporate any Licensed Technology that is Controlled by the Licensor pursuant to the Xxxxxx License Agreement, but such Improvements shall be Controlled by the Licensor pursuant to the Xxxxxx License Agreement and sublicensed to Alzheon pursuant to Section 2.1 of this Agreement.