Joint Collaboration Patent Rights. Genzyme shall have the exclusive right in its sole discretion to obtain all available extensions of any Joint Collaboration Patent Rights, including any SPC for any such Joint Collaboration Patent Right. Voyager shall provide any reasonably necessary powers of attorney and shall provide any other assistance, at Genzyme’s sole cost and expense, that Genzyme reasonably requests to enable Genzyme to obtain any such extensions.
Joint Collaboration Patent Rights. Jazz will have the first right but not the obligation to prepare, file, prosecute, maintain and extend the Joint Collaboration Patent Rights at Jazz’s sole cost and through counsel of Jazz’s choice; provided, however, that Jazz will consider the comments of Codiak and Codiak’s patent counsel on the preparation, filing, prosecution and maintenance of any such Joint Collaboration Patent Rights. In the event that Jazz elects not to prepare, file, prosecute, or maintain any such Patent Rights for other than reasonable, good-faith strategic patent-related reasons, Jazz will provide sufficient advance notice to Codiak of any deadlines, and Codiak may at its sole cost pursue any such Patent Rights (which, for clarity, will remain Joint Collaboration Patent Rights).
Joint Collaboration Patent Rights. The non-prosecuting Party will, and will cause its inventors or other employees to, fully cooperate with the prosecuting Party or anyone acting on its behalf with regard to the preparation, filing, prosecution, and maintenance of any Joint Collaboration Patent Right in order to reasonably implement the foregoing provisions of this Section 10.3. Such cooperation may include the non-prosecuting Party’s execution of necessary legal documents, coordinating filing or prosecution of applications to avoid potential issues during prosecution (including novelty, non-obviousness, enablement, estoppel and double patenting), and the assistance of the non-prosecuting Party’s relevant personnel and the transfer of the applicable patent files to the prosecuting Party.
Joint Collaboration Patent Rights. As between the Parties, the prosecuting Party will at all times have the sole right to make decisions regarding, and to apply for, Extensions for the Joint Collaboration Patent Rights and Codiak Other Collaboration Patent Rights with respect to the Licensed Compounds and Licensed Products, in each case including whether or not to file or withdraw any Extensions. The non-prosecuting Party will provide prompt and reasonable assistance with respect thereto, as requested by the prosecuting Party, including by taking such action as patent holder as is required under any Applicable Law to obtain such Extensions.
Joint Collaboration Patent Rights. The Parties and their respective patent counsel will jointly determine which Party will have the first right to bring and control any legal action to enforce the Joint Collaboration Patent Rights against any Competitive Infringement in the Territory.
Joint Collaboration Patent Rights. (i) Alnylam shall have the first right, but not the obligation, to, at Alnylam’s discretion, file, conduct prosecution, and maintain (including the defense of any interference or opposition proceedings), all Joint Collaboration Patent Rights, in the names of both Alnylam and Roche. Roche shall use Diligent Efforts to make available to Alnylam or its authorized attorneys, agents or representatives, such of its employees as Alnylam in its reasonable judgment deems necessary in order to assist it in obtaining patent protection for such Joint Collaboration Patent Rights. Each Party shall sign, or use Diligent Efforts to have signed, all legal documents reasonably necessary to file and prosecute patent applications or to obtain or maintain patents in respect of such Joint Collaboration Patent Rights, at its own cost.
(ii) If Alnylam elects not to seek or continue to seek or maintain patent protection on any Joint Collaboration IP in the Territory, Roche shall have the right to, at Roche’s discretion, to seek, prosecute and maintain in any country in the Territory patent protection on such Joint Collaboration IP in the names of both Alnylam and Roche. Alnylam shall use Diligent Efforts to make available to Roche its authorized attorneys, agents or representatives, such of Alnylam’s employees as are reasonably necessary to assist Roche in obtaining and maintaining the patent protection described under this Section 10.3(d)(ii). Alnylam shall sign or use Diligent Efforts to have signed all legal documents reasonably necessary to file and prosecute such patent applications or to obtain or maintain such patents.
(iii) With respect to Joint Collaboration Patent Rights, the Party filing, prosecuting and maintaining such Patent Rights shall provide the other Party, within [**] Business Days after submitting or receiving such filings or correspondence, with copies of all filings and correspondence submitted to and received from patent offices in the Territory and, with respect to substantive filings and correspondence to be submitted to patent offices in the Territory, shall use reasonable efforts to provide the other Party with drafts of such filings and correspondence reasonably in advance of submission and shall consider in good faith any comments regarding such filings and correspondence that the other Party may timely provide.
Joint Collaboration Patent Rights. In no event will either Party take action to enforce a Joint Collaboration Patent without the written consent of the other Party.
Joint Collaboration Patent Rights. (a) The JSC will select mutually-acceptable outside counsel to conduct the preparation, filing, prosecution and maintenance of each Joint Collaboration Patent Right under the joint control of both Parties. The outside counsel will prepare, file, prosecute and maintain all Joint Collaboration Patent Rights in each of the Major Market Countries and such other countries as the JSC approves, [***].
(b) If a Party elects not to share the cost of a Joint Collaboration Patent Right in any country (other than a Major Market Country or such other countries as the JSC approves) or elects to discontinue sharing expenses for any Joint Collaboration Patent Right already filed in any country, such Party will notify the other Party in writing of such election and will offer the other Party the opportunity to assume, at the other [***], the right to file for, prosecute and maintain such Joint Collaboration Patent Right in such country. If the other Party accepts the offer by written notice to the one Party within [***] after the notice, [***] and will [***] assist the other Party in assuming the filing, prosecution and maintenance of such Joint Collaboration Patent Right in such country. [***].
(c) With respect to filing, prosecution and maintenance of each Joint Collaboration Patent Right, the outside counsel will provide to each Party: (i) a copy of the patent application sufficiently prior to filing to permit each Party [***] opportunity to review and make [***] comments thereon; (ii) a copy of the patent application promptly after such filing; (iii) copies of all substantive communications received from patent office(s) with respect to such filings; and (iv) copies of all substantive communications to be sent to the patent office(s) with respect to such filings sufficiently before a due date to permit each Party to review and make [***] comments thereon.
(d) Each Party, when requested by the outside counsel, will use [***] to assist the counsel in preparing, filing or maintaining the patent applications and patents within the Joint Collaboration Patent Rights. [***].
Joint Collaboration Patent Rights. As between the Parties, [***] shall have the first right (but not the obligation), using counsel reasonably acceptable to the Company, to obtain, prosecute and maintain throughout the world any Joint Collaboration Patent Rights (excluding any Compound-Specific Patent Rights), in each case, with SpinCo’s reasonable out-of-pocket expenses of preparation, filing, prosecution and maintenance to be [***] by the Parties. Subject to applicable Law, [***] shall keep [***] reasonably informed in respect of any material change, effect, event, occurrence, state of facts or development relating to the preparation, filing, prosecution or maintenance of any such Joint Collaboration Patent Rights, including by providing [***] with (i) copies of any material communications to or from [***] or its Representatives, on the one hand, and any patent authority, on the other hand, with respect thereto and (ii) drafts of any material filings or responses to be made by [***] to any such patent authority sufficiently in advance of submitting such filings or responses so as to allow for a reasonable opportunity for [***] to review and comment thereon. [***] shall consider in good faith the requests and suggestions of [***] with respect to such drafts and with respect to strategies for preparing, filing, prosecuting and maintaining such Joint Collaboration Patent Rights. If [***] elects not to file, or desires to discontinue prosecution or maintenance of any such Joint Collaboration Patent Rights, SpinCo shall provide reasonable prior written notice thereof to [***] shall thereupon have the option, in its sole discretion to assume the control and direction of the preparation, filing, prosecution and maintenance of such Joint Collaboration Patent Rights, with [***] reasonable out-of-pocket expenses to be [***] by the Parties. In the event that the non-prosecuting Party under this Section 6.5(c) at any time desires to cease co-funding the preparation, filing or maintenance of any such Joint Collaboration Patent Rights with respect to any country or region, it may do so upon written notice to the prosecuting Party (and shall have no further funding obligations commencing with respect to the period commencing thirty (30) days after the date of such notice), provided that upon providing such notice the non-Prosecuting Party shall automatically be deemed to assign (and hereby assigns effective as of the date of such notice) to the prosecuting Party all right, title and interest in and to s...
Joint Collaboration Patent Rights. All Patent Rights covering any invention made within the scope of the Collaboration shall be owned by the Parties or Party, as the case may be, that own(s) said invention.
