Inventions, Discoveries and Patents. 8.1. It is recognized and understood that certain existing inventions and technologies, and those arising outside of the research conducted under this Agreement, are the separate property of Sponsor or Institution and are not affected by this Agreement, and neither Party shall have any claims to or rights in such separate inventions and technologies.
8.2. Any new patentable inventions, developments, or discoveries made during and in the performance of the Study (“Inventions”) shall be promptly disclosed to Sponsor. Title to Inventions that necessarily use or necessarily incorporate Sponsor’s Study Drug and/or Study Device shall reside with Sponsor (“Sponsor Inventions”). Institution shall assign all Sponsor Inventions to Sponsor in writing. Title to Inventions other than Sponsor Inventions (“Other Inventions”) shall reside with Sponsor if Sponsor personnel are the sole inventors, with Institution if Institution personnel are the sole inventors, and shall be held jointly if both Institution and Sponsor personnel are inventors.
8.3. To the extent that Institution owns sole or joint title in any such Other Inventions, Sponsor is hereby granted, without option fee other than consideration of the Study sponsored herein and the reimbursement to Institution for patent expenses incurred prior to or during the option period, an option to acquire an exclusive, worldwide, royalty-bearing license to Institution's rights to any Other Invention, which option shall extend for no more than ninety (90) days after Sponsor’s receipt of an Invention disclosure from Institution (“Option Period”). The Parties shall use their reasonable efforts to negotiate, for a period not to exceed ninety (90) days after Sponsor’s exercise of such option, a license agreement satisfactory to both Parties (“Negotiation Period”). In the event Sponsor fails to exercise its option within the Option Period, or the Parties fail to reach agreement on the terms of such license within the Negotiation Period, Institution shall have no further obligation to Sponsor under this Agreement with regard to the specific Other Invention.
8.4. Institution shall retain a royalty-free, irrevocable license to use for its own internal noncommercial research, educational and patient care purposes, all Sponsor Inventions or Other Inventions licensed or assigned to Sponsor hereunder.
8.5. Nothing contained in this Agreement shall be deemed to grant either directly by implication, estoppel, or otherwise any license under...
Inventions, Discoveries and Patents. Employee agrees that all inventions, discoveries, innovations, improvements, technical information, systems, software developments, methods, designs, analyses, drawings, reports, service marks, trademarks, trade names, logos and all similar or related information (whether patentable or unpatentable) which relate to the Company’s or any of its Affiliates’ business or research and development and any existing or future products or services and which are or were discovered, conceived, developed or made by Employee (whether or not during usual business hours or on the premises of the Company and whether or not alone or in conjunction with any other person) while employed by the Company or any Affiliate (including those conceived, developed or made prior to the date of this Agreement) together with all patent applications, letters patent, trademark, trade name and service mxxx applications or registrations, copyrights and reissues thereof that may be granted for or upon any of the foregoing (collectively referred to herein as, the “Work Product”), belong in all instances to the Company or such Affiliate. Employee will promptly disclose such Work Product to the Board and assign to and otherwise perform (without cost to Employee) all actions reasonably requested by the Board (whether during or after the employment period) to establish and confirm the Company’s or Affiliate’s exclusive ownership of such Work Product (including, without limitation, the execution and delivery of assignments, consents, oaths, powers of attorney and other instruments) and to provide reasonable assistance to the Company or any of its Affiliates in connection with the prosecution of any applications for patents, trademarks, trade names, service marks or reissues thereof or in the prosecution or defense of interferences relating to any Work Product.
Inventions, Discoveries and Patents. The determination of rights in ownership and disposition of inventions resulting from the performance of the Statement of Work (“Subject Inventions”) and the administration of patents will be in accordance with 37 CFR 401 and the terms of this Subaward Agreement. Subrecipient shall disclose promptly to PTE any patentable Subject Inventions pursuant to the reporting requirements provided in Attachment 4. Publication Prior to enrollment of the first subject in the Study, PTE agrees to ensure that the Study is fully registered on xxx.xxxxxxxxxxxxxx.xxx in accordance with the requirements of the International Committee of Medical Journal Editors (ICMJE) and Public Law 110‐85 (42USC282). Results of this Study will be reported in compliance with applicable laws. Each party shall have the right to publish and disseminate information derived from the performance of the Statement of Work under this Subaward Agreement. Qualification for authorship shall be in keeping with generally accepted criteria. Subrecipient shall provide PTE with a copy of any proposed publication for review and comment at least thirty (30) days prior to submission. Activities, reports and publications resulting from this grant must adhere to the Acknowledgement standards set by the NIH. (xxxx://xxxxxx.xxx.xxx/grants/acknow.htm#requirements) ☐ This Study is part of a multi-center clinical trial. The Subrecipient agrees that the first Publication of the results of the Study shall be made in conjunction with the presentation of a joint multi‐center Publication of the Study results with the Principal Investigators from all sites contributing Data, analyses, and comments. However, Subrecipient may publish the Data and Study results individually in accordance with this Publication section upon first occurrence of one of the following: (i) multi‐center Publication is published; (ii) no multi‐center publication is submitted within twelve (12) months after conclusion, abandonment, or termination of the Study at all sites; or (iii) PTE confirms in writing there will be no multi‐center Publication. If no multi‐center Publication occurs within twelve (12) months of the completion of the Study at all sites, upon request by Subrecipient, PTE agrees to provide Subrecipient access to the aggregate Data from all Study sites.
Inventions, Discoveries and Patents. 3.1 MAYO filed U.S. Provisional Patent Application No. [**] and U.S. Provisional Patent Application No. [**] and is the owner of any and all rights therein with respect to any MAYO employee, which together with all divisions, continuations, continuations-in-part thereof, all patents issuing thereon, any reexams, reissues or extensions thereof and any foreign counterparts thereon are collectively referred to herein as "Background IP."
3.2 MAYO and INVESTIGATOR agree to promptly disclose to SPONSOR in writing all inventions, innovations and discoveries and all modifications, enhancements and improvements developed by MAYO or INVESTIGATOR during the term of this Agreement and the term of any Option, as defined below and arising out of or based upon the performance of research carried out under the provisions of this Agreement (individually Discovery and collectively "Discoveries"). MAYO shall own all of its Discoveries. Any inventions, innovations and discoveries made solely by SPONSOR shall be the sole property of SPONSOR. Any inventions, innovations and discoveries made jointly by one or more employees of MAYO and one or more employees of SPONSOR arising out of or based upon the performance of research carried out under the provisions of this Agreement shall be jointly owned ("Joint Discovery").
3.3 Other than as specified in Sections 2.1 and 2.2 hereto with regard to performing research under this Agreement, MAYO and INVESTIGATOR receive no right to a license, implied or otherwise, under any patent or other right now or hereafter owned or controlled by SPONSOR.
3.4 MAYO and INVESTIGATOR hereby grant to SPONSOR:
(a) a worldwide, sub licensable, paid-up, exclusive license under their right, title and interest in and to Discoveries and Joint Discoveries incorporating Sponsor Material(s) or modifications to the Sponsor Material(s) ("Material Discoveries"); Sponsored Research Agreement and Option page 5 of 19 Xxxxxx / Alnylam 9/29/2003
(b) a worldwide, non-sub licensable (except to entities with whom SPONSOR is jointly researching, developing and/or commercializing a product) paid-up, non-exclusive license under their interest in and to all Joint Discoveries relating to uses of Sponsor Material(s) or uses of modifications to the Sponsor Materials including the right to make, have made, and use such Joint Discoveries and have others use such Joint Discoveries ;
(c) a worldwide, non-sub licensable, non-exclusive, paid-up license solely for research purposes under...
Inventions, Discoveries and Patents. 3.1 — All original data and records of the work completed under this Agreement shall remain the property of MAYO.
3.2 — MAYO shall own all of its inventions, discoveries and other developments, whether or not patentable arising out of research carried out under the provisions of this Agreement. ACORDA shall own all of its inventions, discoveries and other developments, whether or not patentable arising out of research carried out under the provisions of this Agreement. Inventions or discoveries made jointly by both MAYO and ACORDA shall be jointly owned by both parties and, if patent applications are filed, patents shall be applied for on behalf of both parties.
Inventions, Discoveries and Patents. 8.1 It is recognized and understood that certain existing inventions and technologies, and those arising outside of this Agreement, are the separate property of Sponsor or Institution, as applicable, and are not affected by this Agreement, and neither Party shall have any claims to or rights in such separate inventions and technologies.
8.2 Any new patentable inventions, developments, or discoveries created or reduced to practice in the performance of the Study made by Institution, Principal Investigator and/or Study Personnel (“Inventions”) shall be promptly disclosed, in writing, to Sponsor. Title to Inventions that necessarily use or incorporate Sponsor’s Study Drug shall reside with Sponsor (“Sponsor Inventions”). Institution hereby assigns, and agrees to assign, to Sponsor all right, title and interest in and to Sponsor Inventions. Title to Inventions other than Sponsor Inventions (“Other Inventions”) shall reside with Sponsor if Sponsor personnel are the sole inventors, with Institution if Institution personnel are the sole inventors, and shall be held jointly if both Institution and Sponsor personnel are inventors.
8.3 To the extent that Institution owns sole or joint title in any such Other Inventions, Institution hereby grants to Sponsor a perpetual, irrevocable, royalty-free, non-exclusive, non-sublicensable (except to employees, contractors and consultants performing services on behalf of Sponsor) license to use the Other Inventions solely for Sponsor’s internal research and development purposes. Further, Sponsor is hereby granted, without option fee other than consideration of the Study sponsored herein and the reimbursement to Institution for patent
Inventions, Discoveries and Patents. 8.1 — All original data and records of the work completed under this Agreement shall remain the property of MAYO.
8.2 — MAYO shall own all rights and title to its Inventions. For purposes of this Agreement, “Inventions” shall mean Inventions, discoveries and other intellectual property conceived, reduced to practice, made or otherwise developed by MAYO employees or agents, whether or not patentable, during the term of this Agreement as it may be extended, relating to the PROJECT. Rights held by MAYO in any inventions, including without limitation rights in end to patent applications and patents which may be obtained thereon, shall be deemed to be within the term Technology as used in the License Agreement term sheet attached hereto and shall be subject to the license granted ACORDA therein. ACORDA shall own all of its inventions, discoveries and other developments, whether or not patentable, arising out of research carried out under the provisions of this Agreement. Inventions or discoveries made jointly by both MAYO and ACORDA shall be jointly owned by both parties and, if patent applications are filed, patents shall be applied for on behalf of both parties. MAYO’s interest in any inventions, whether or not patentable, arising out of research carried out under the provisions of this Agreement, shall be subject to the Option Agreement.
Inventions, Discoveries and Patents. 8.1. It is recognized and understood that certain existing inventions and technologies, and those arising outside of the research conducted under this Agreement, are the separate property of Company or Institution and are not affected by this Agreement, and neither Company nor Institution shall have any claims to or rights in such separate inventions and technologies.
8.2. Title to any new inventions, developments, or discoveries arising during and in the course of the performance of the Study under this Agreement (“Inventions”) that are made solely by Institution personnel ("Institution Inventions") shall be in Institution, in accordance with U.S. Patent Law, Title 35 United States Code, and shall be promptly disclosed in writing to Company. Inventorship shall be determined in accordance with U.S. Patent Law or by mutual agreement if the invention is not patentable. Title to any Inventions made solely by Company personnel ("Company Inventions") shall be in Company, in accordance with U.S. Patent Law, Title 35 United States Code or by mutual agreement if the invention is not patentable. Each Invention conceived, made or reduced to practice jointly by employees of both Institution and Company shall be jointly owned (“Joint Invention”). Inventorship shall be determined in accordance with U.S. Patent Law or by mutual agreement if the invention is not patentable. Institution’s obligations under Section 8 shall be performed by institution’s appropriate office with technology transfer responsibilities, if required by and in accordance with its respective policies.
8.3. Company shall have an option to negotiate an exclusive, subject to any third party rights, worldwide, royalty-bearing license to Institution's rights to any Institution or Joint Invention, which option shall extend for ninety (90) days after Company's receipt of an invention disclosure. Upon Company's exercise of the option, the parties shall promptly negotiate a license agreement in good faith. If, after one hundred twenty (120) days from Company's receipt of an invention disclosure, Company and Institution are unable to execute a license pursuant to the option, then Institution is free to license its rights to said Institution or Joint Invention to a third party, and Institution shall have no further obligations to Company under such Institution or Joint Invention.
8.4. Nothing contained in this Agreement shall be deemed to grant either directly by implication, estoppel, or otherwise any license...
Inventions, Discoveries and Patents. [The language in this Section protects both Parties’ background intellectual property. For most company-sponsored clinical trials, Sponsors require ownership of any Inventions (as defined in Section 8.2) that arise from their study. This stance deviates from the position most academic institutions take on intellectual property. An academic institution typically wants to retain ownership of any Inventions resulting from its conduct of the Study based on the Principal Investigator’s knowledge and expertise, and the role that the Principal Investigator played in making an Invention in the course of the Study. In addition, because budgets are often not adequate to truly cover the academic institution’s cost for conducting the Study, any royalties resulting from Inventions created during the research often help to support additional research efforts by the Institution.
Inventions, Discoveries and Patents. 3.1 MFMER shall own all MFMER DISCOVERIES arising out of research carried out under the provisions of this Agreement.
3.2 MFMER agrees that any MFMER DISCOVERIES arising out of MAYO’s performance of this Protocol, shall be promptly disclosed in writing by MFMER to COMPANY, with sufficient data and supporting information to allow COMPANY a reasonable opportunity to assess its interest. MFMER hereby grants the COMPANY an exclusive, worldwide option to become an exclusive licensee for any such MFMER DISCOVERY.
3.3 COMPANY’s option must be exercised and communicated to MFMER in writing within one hundred and fifty (150) days after MFMER notifies COMPANY in writing of the MFMER DISCOVERY under the Study.
3.4 The Investigator shall provide COMPANY with the information COMPANY reasonably needs to exercise its option.
3.5 If COMPANY exercises its option, then MFMER and COMPANY shall negotiate in good faith towards achieving a mutually agreeable license agreement, which shall include standard financial terms such as royalties. Said negotiations must be concluded within one hundred eighty (180) days from the date COMPANY exercises its option, unless the time period for negotiations is extended in writing by mutual agreement.
3.6 Upon the expiration of the unexercised option or the license agreement negotiation period, whichever event occurs later, MFMER shall have no further obligation to COMPANY with regard to the specific MFMER DISCOVERY under consideration.
