Common use of Cooperation of Employees Clause in Contracts

Cooperation of Employees. Each of Sankyo and GelTex represents and agrees that all employees or others acting on its behalf in performing its obligations under this Agreement shall be obligated under a binding written agreement to assign to such Party, or as such Party shall direct, all Inventions made or conceived by such employee or other person. In the case of non-employees working for other companies or institutions on behalf of GelTex or Sankyo, GelTex or Sankyo, as applicable, shall use commercially reasonable and diligent efforts to obtain licenses for all Inventions made by such non-employees on behalf of Sankyo or GelTex, as applicable, in accordance with the policies of said company or institution. Sankyo and GelTex agree to undertake to use commercially reasonable and diligent efforts to enforce such agreements (including, where appropriate, by legal action) considering, among other things, the commercial value of such Inventions.