Common use of Inventions and Assignment Clause in Contracts

Inventions and Assignment. Except as provided in Section 4.3, any materials, data, processes, documents, deliverables, information (including Confidential Information), discoveries, inventions, know-how and the like developed or generated by or on behalf of Service Company during the course of performing Services, whether or not patentable, and all related patent, copyright and other intellectual property rights in any of the foregoing (collectively the “Inventions”) shall be the sole and exclusive property of Recipient. Service Company hereby assigns, and to the extent it cannot presently assign, agrees to assign, to Recipient all of Service Company’s worldwide right, title and interest in and to such Inventions. Service Company shall assist Recipient in securing for Recipient any patents, copyrights or other proprietary rights in such Inventions, and shall take such actions and execute such documents as Recipient may reasonably request in connection with providing such assistance or otherwise to vest in Recipient all right, title and interest in and to such Inventions, including without limitation any and all applications, assignments or other instruments. Service Company shall be compensated for all of its reasonable out-of-pocket costs and expenses associated with such requested assistance. To the extent Inventions cannot be assigned to Recipient under this ARTICLE IV, Service Company grants to Recipient an exclusive perpetual, irrevocable, transferable, fully paid-up, worldwide license, with the right to grant sublicenses, under such Inventions for any and all purposes.

Appears in 2 contracts

Samples: Services Agreement (Monte Rosa Therapeutics, Inc.), Services Agreement (Monte Rosa Therapeutics, Inc.)

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Inventions and Assignment. Except as provided in Section 4.3, any materials, data, processes, documents, deliverables, information (including Confidential Information), discoveries, inventions, know-how and the like developed or generated by or on behalf of Service Company Provider during the course of performing Services, whether or not patentable, and all related patent, copyright and other intellectual property rights in any of the foregoing (collectively the “Inventions”) shall be the sole and exclusive property of Recipient. Service Company Provider hereby assigns, and to the extent it cannot presently assign, agrees to assign, to Recipient all of Service CompanyProvider’s worldwide right, title and interest in and to such Inventions. Service Company Provider shall assist Recipient in securing for Recipient any patents, copyrights or other proprietary rights in such Inventions, and shall take such actions and execute such documents as Recipient may reasonably request in connection with providing such assistance or otherwise to vest in Recipient all right, title and interest in and to such Inventions, including without limitation any and all applications, assignments or other instruments. Service Company Provider shall be compensated for all of its reasonable out-of-pocket costs and expenses associated with such requested assistance. To the extent Inventions cannot be assigned to Recipient under this ARTICLE Article IV, Service Company Provider grants to Recipient an exclusive perpetual, irrevocable, transferable, fully paid-up, worldwide license, with the right to grant sublicenses, under such Inventions for any and all purposes.

Appears in 2 contracts

Samples: Support and Services Agreement (Vivani Medical, Inc.), Support and Services Agreement (Cortigent, Inc.)

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Inventions and Assignment. Except as provided in Section 4.34.2, any materials, data, processes, documents, deliverables, results, information (including Confidential Information), discoveries, inventions, know-how and the like conceived, created, developed or generated by or on behalf of Service Company during the course of of, and as a direct result of, performing the Services, whether or not patentable, and all related patent, copyright and other intellectual property rights in any of the foregoing (collectively the “Inventions”) shall be the sole and exclusive property of RecipientTechnology Company. Service Company hereby assigns, and to the extent it cannot presently assign, agrees to assign and shall use commercially reasonable efforts to obtain the right to assign, to Recipient Technology Company all of Service Company’s worldwide right, title and interest in and to such Inventions. Service Company shall assist Recipient Technology Company in securing for Recipient Technology Company any patents, copyrights or other proprietary rights in such Inventions, and shall take such actions and execute such documents as Recipient Technology Company may reasonably request in connection with providing such assistance or otherwise to vest in Recipient Technology Company all right, title and interest in and to such Inventions, including without limitation any and all applications, assignments or other instruments. Service Company shall be compensated for all of its reasonable out-of-pocket costs and expenses associated with such requested assistance. To the extent Inventions cannot be assigned to Recipient Technology Company under this ARTICLE IV, Service Company hereby grants to Recipient Technology Company an exclusive exclusive, perpetual, irrevocable, transferable, royalty-free, fully paid-up, worldwide license, with the right to grant sublicenses, under such Inventions for any and all purposes.

Appears in 1 contract

Samples: Services Agreement (Cullinan Oncology, LLC)

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