Jointly-Owned Arising IP Clause Samples
Jointly-Owned Arising IP. Each Party will own an equal and undivided interest in and to the Arising Joint IP, regardless of which Party (or its respective Affiliates) created or invented the Arising Joint IP. Subject to the terms and conditions of this Agreement (including Article 7 (Exclusivity) and any exclusive licenses granted to Vertex under the Arising Joint IP), neither Party will have any obligation to account to the other for profits with respect to, or to obtain any consent of the other Party to license or exploit, Arising Joint IP by reason of joint ownership thereof, and each Party hereby waives any right it may have under the Law of any jurisdiction to require any such consent or accounting.
Jointly-Owned Arising IP. As between the Parties, the Parties shall jointly own and have an equal undivided joint interest in (A) any and all Arising Know-How (other than Schrӧdinger-Owned Arising IP and Novartis-Owned Arising IP) that is conceived, discovered, developed, identified or otherwise made jointly by or on behalf of both (1) Schrödinger or any of its or its Affiliates or their respective agents or independent contractors and (2) Novartis or any of its Affiliates or Sublicensees or their respective agents or independent contractors (the “Joint Arising Know-How”) and (B) any and all Intellectual Property Rights in and to such Joint Arising Know-How, including any and all Patents that claim the Joint Arising Know-How (such Patents, the “Joint Patents”) (collectively, “Jointly-Owned Arising IP”). Subject to the rights and licenses granted under this Agreement, it is understood that neither Party shall have any obligation to account to the other Party for profits, or to obtain any approval of the other Party to license, assign or otherwise Exploit such Joint Patents, Joint Arising Know-How, or other Jointly-Owned Arising IP, by reason of joint ownership thereof, and each Party hereby waives any right it may have under the Applicable Law of any jurisdiction to require any such approval or accounting.