DISCLOSURE; ASSIGNMENTS Sample Clauses
DISCLOSURE; ASSIGNMENTS. Each Party shall promptly and fully disclose in writing to the other Party any and all SOLMIC Project IP (if PIVOT is the disclosing Party) or PIVOT Project IP (if SOLMIC is the disclosing Party), which are conceived, reduced to practice or otherwise developed by or on behalf of such Party, independent of whether or not such SOLMIC Project IP, or, as the case may be, PIVOT Project IP is protectable under any applicable intellectual property laws. Subject to due fulfillment of PIVOT’s payment obligations under Sections 7.1 and 7.2 (with regard to development milestone payments only those that are due and payable upon completion of a given Work Order), SOLMIC agrees to assign, and to cause its employees or subcontractors to assign, and herewith assigns to PIVOT all of SOLMIC’s right, title and interest in and to all PIVOT Project IP. PIVOT agrees to assign, and to cause its employees or subcontractors to assign, and herewith assigns to SOLMIC all of PIVOT’s right, title and interest in and to all SOLMIC Project IP. Each Party further agrees to execute any and all further instruments, forms of assignment or other documents, and take such further actions, as the other Party may reasonably request, in order to transfer all of the other Party’s Intellectual Property Rights in SOLMIC Project IP, or, as the case may be, PIVOT Project IP to it in accordance with this Section 4.4.
DISCLOSURE; ASSIGNMENTS. MBX shall promptly disclose in writing to ADM Sub the making, conception or reduction to practice of any Alliance Technology. ADM Sub shall promptly disclose in writing to MBX the making, conception or reduction to practice of any Alliance Technology. Each Party hereby assigns all of its right, title and interest in and to any Alliance Technology to the other Party to the extent necessary to conform to the allocation of ownership rights set forth in this Section 7.1. The Parties agree to take such actions, including without limitation, executing and delivering such documents, as the other Party may reasonably request in order to give effect to and to evidence the foregoing assignments of rights.
