Assignment of Joint Patents. Neither Party may assign its rights under any Joint Patent except with the prior written consent of the other Party; provided, however, that either party may assign such rights without consent to an Affiliate or other permitted assignee under this Agreement in connection with a merger or similar reorganization or sale of all or substantially all of its assets.
Assignment of Joint Patents. Neither Party may assign --------------------------- its rights under any Joint Patent except with the prior written consent of the other Party; provided, however, that either Party may assign such rights without -------- ------- consent to an Affiliate or other permitted assignee under this Agreement in connection with a merger or similar reorganization or the sale of all or substantially all of its assets, as provided for in Section 17.01(b).
Assignment of Joint Patents. 2.1 Upon the Effective Date, the Company shall assign, convey and transfer to Yissum, its successors and assigns, the entire right, title and interest in and to any Joint Patent(s), including all Intellectual Property Rights therein, and all rights and benefits under any applicable law, treaty or convention. Notwithstanding the foregoing, in case the Event relates solely to a Relinquished Patent, the aforementioned assignment shall relate only to such Relinquished Patent.
2.2 Subsequent to an assignment pursuant to this Agreement, the Company or its successors, legal representatives or assigns shall notify Yissum, its successors, legal representatives and assigns, of any facts known to it regarding said Joint Patents, testify in any legal proceeding, sign all lawful papers, execute all divisional, continuing, reissue and foreign applications, make all rightful oaths, and generally do everything possible to assist Yissum, its successors, legal representatives and assigns, to obtain and enforce proper protection, full ownership and rights of use for said Joint Patents in all countries.
2.3 In the event the Company, its successors, legal representatives or assigns fail to execute and deliver such documents and instruments promptly upon Yissum’s request, Yissum is hereby authorized and appointed attorney-in-fact of and for the Company to make, execute and deliver any and all such documents and instruments.
Assignment of Joint Patents. 60 SECTION 11.09. Trademarks................................................ 61
Assignment of Joint Patents. 2.1 Upon the Effective Date, the Company shall assign, convey and transfer to Yissum, its successors and assigns, the entire right, title and interest and benefits in and to any Joint Patent(s), including all Intellectual Property Rights therein. Notwithstanding the foregoing, in case the Event relates solely to a Relinquished Patent, the aforementioned assignment shall relate only to such Relinquished Patent. Notwithstanding the foregoing, any assignment hereunder shall be subject, to any conditions governing such transfer and assignment set out in the applicable laws and regulations governing grants received by the Company and used in generation of the Joint Patent(s).
2.2 Subsequent to an assignment pursuant to this Agreement, the Company or its successors, legal representatives or assigns, at Yissum's sole cost and expense, shall notify Yissum, its successors, legal representatives and assigns, of any facts known to it regarding said Joint Patents, testify in any legal proceeding, sign all lawful papers, execute all divisional, continuing, reissue and foreign applications, make all rightful oaths, and generally do everything possible to assist Yissum, its successors, legal representatives and assigns, to obtain and enforce proper protection, full ownership and rights of use for said Joint Patents in all countries.
2.3 In the event the Company, its successors, legal representatives or assigns fail to execute and deliver such documents and instruments promptly upon Yissum’s request, Yissum is hereby authorized and appointed attorney-in-fact of and for the Company to make, execute and deliver any and all such documents and instruments.
Assignment of Joint Patents. Neither Party may assign its rights under any Joint Patent to a Third Party except with the prior written consent of the other Party; provided, however, that either Party may assign such rights without consent to an Affiliate or other permitted assignee under this Agreement in connection with a merger, acquisition or similar reorganization or the sale of all or substantially all of its assets, or in the case of Wyeth-Ayerst, the sale or transfer of substantially the entire vaccine business of Wyeth-Ayerst, as provided for in Section 21.1. ------------- [***] = CONFIDENTIAL TREATMENT REQUESTED.
Assignment of Joint Patents. 36 SECTION 11.10. TRADEMARKS . . . . . . . . . . . . . . . . . . . . . . . . . . 37
Assignment of Joint Patents. 36 SECTION 11.10. TRADEMARKS............................................... 37
Assignment of Joint Patents. Notwithstanding the foregoing, in the event that Microcide determines, in its sole discretion, that it will not proceed with Development of a Product incorporating or comprising an invention claimed by any and/or all Joint Patents related solely to the Azole antifungals alone, Microcide agrees to assign its right, title and interest in and to such Joint Patents to NAEJA.
