Assignment Obligations. I hereby understand and agree:
Assignment Obligations. Each party agrees that if it sells, demises, conveys, assigns or otherwise transfers (collectively, a “transfer”) its toll facility, or any part thereof, to another person or entity, such party shall, as a condition of such transfer, require its successors and assigns to assume and be bound by the terms and provisions of this Agreement.
Assignment Obligations. All employees, subcontractors or consultants of Surface that will be involved in the performance of the Technical Transition Services shall be subject to a written obligation to assign to Surface all rights in the Patent Rights and Know-How invented or created by them in the course of providing the Technical Transition Services during the Transition Period.
Assignment Obligations. All employees, agents and contractors of each Party performing work with respect to TIPs or Licensed Products shall be bound by written obligation to assign any inventions and related intellectual property to the Party for whom they are employed or are providing services.
Assignment Obligations. Each Party shall cause all Persons who perform any activities for such Party under this Agreement to assign (or, if such Party is unable to cause such Person to assign despite such Party’s exercise of Commercially Reasonable Efforts, then to contractually obligate such Person to assign; or if such Party is unable to contractually obligate such Person to assign despite such Party’s exercise of Commercially Reasonable Efforts, then provide a license under) their rights in any Collaboration Inventions resulting therefrom to such Party.
Assignment Obligations. Each Party shall ensure that all personnel under their control: (a) report any Subject Inventions they make to that Party within 30 days, and
Assignment Obligations. (a) All employees of each Party performing activities on behalf of such Party in connection with this Agreement are subject to a present obligation to assign to such Party all rights, title, and interests in and to any inventions developed by them in the conduct of such activities, whether or not patentable; and (b) all Service Providers of either Party performing activities on behalf of such Party in connection with this Agreement are subject to subcontracts that provide that such Party will obtain ownership or a sublicensable license of any Know-How and Patents that are discovered, developed, invented, or created by such subcontractor in their performance of such activities to the extent such Know-How and Patents would otherwise fall within the definition of Licensed Novavax Assets.
Assignment Obligations. Employee shall not be obligated to: (i) assign to WIRX any invention made by Employee while in WIRX’s employ which does not relate to any business or activities in which WIRX is or may become engaged, except that Employee is so obligated if the same relates to or is based on proprietary or Confidential Information to which Employee shall have had access during and by virtue of Employee’s employment or arises out of work assigned to Employee by WIRX; (ii) assign any invention which may be wholly conceived by Employee after Employee leaves the employ of WIRX, except that Employee is so obligated if such invention shall involve the utilization of proprietary or Confidential Information obtained while in the employ of WIRX; or (iii) assign any invention which relates to or would be useful in any business or activities in which WIRX is engaged if such invention was conceived and reduced to practice by Employee prior to Employee’s employment with WIRX.
Assignment Obligations. Each Party shall cause all employees, independent contractors, consultants, and others who perform activities for such Party under this Agreement to be under an obligation to assign (or, if such Party is unable to cause such person or entity to agree to such assignment obligation despite such Party using reasonable efforts to negotiate such assignment obligation, provide a license, preferably exclusive, under) to such Party their rights in and to any Inventions and all intellectual property rights therein, except where Applicable Law requires otherwise and except in the case of governmental, not-for-profit and public institutions that have standard policies against such an assignment (in which case a Party shall obtain a suitable license, preferably exclusive, or right to obtain such a license, provided that this exception shall not apply to Research Program Know-How). Each Party shall use reasonable efforts to promptly disclose to the other Party all Inventions that are [*] to the Parties’ activities under this Agreement or to any obligation to assign hereunder, including any invention disclosures, or other similar documents, submitted to it by its employees, agents or independent contractors describing such Inventions, and all information relating to such Inventions [*] for the preparation, filing and maintenance of any Patent with respect to such Invention in accordance with the terms of this Agreement.
Assignment Obligations. Certain confidential information contained in this document, marked by [***], has been omitted because Roivant Sciences, Ltd. (the “Company”) has determined that the information (i) is not material and (ii) would likely cause competitive harm to the Company if publicly disclosed.
