New Inventions. (a) Inventorship of Inventions shall be determined in accordance with U.S. patent laws. Each Party shall promptly notify the other Party after it first learns of the conception of any Solvay Invention, Depomed Invention or Joint Invention, in each case to the extent necessary or useful for the development, manufacture, use or commercialization of Product, and provide the other Party with a copy of any patent applications it proposes to file within the time period provided in Section 7.4. All Depomed Inventions, and all intellectual property rights therein, shall be the property of Depomed. All Solvay Inventions, and all intellectual property rights therein, shall be the property of Solvay, subject to Section 7.3(b). All Joint Inventions, and all intellectual property rights therein, shall be jointly owned by the Parties such that each Party has an undivided one-half (1/2) interest, without a duty of accounting to the other Party, in and to such Joint Invention, subject to Section 7.3(b). In the event that a jurisdiction requires consent of co-owners for one co-owner to grant license rights under or otherwise exploit jointly owned intellectual property, each of the Parties hereby consents to such license grant under or exploitation of such intellectual property by the other Party without a requirement of accounting.
(b) Notwithstanding Section 7.3(a), as between the Parties, Depomed shall solely own all right, title, and interest in and to all Inventions that describe, claim, cover or relate to Formulation Technology and/or the Product or the use, composition, formulation or method of making products based on the Formulation Technology and/or the Product, and all Patent Rights claiming the foregoing and all other intellectual property rights therein including without limitation all rights to enforce such Patent Rights. Such Inventions, Patent Rights and other intellectual property rights shall be subject to the licenses granted to Solvay pursuant to this Agreement without further consideration. Depomed shall be responsible, at its sole expense and discretion (subject to Section 7.4), and if necessary with the cooperation of Solvay, for the preparation, filing, prosecution, and maintenance of Patent Rights claiming such Inventions as set forth in Section 7.4.
(c) Without additional consideration, each Party hereby assigns to the other Party such of its right, title and interest in and to any Inventions, Patent Rights claiming them, and all other intellectual...
New Inventions. Any technology, trade secrets, copyrights, -------------- patents, patent applications, products or services in the * * * developed by * * * other than * * * .
New Inventions. As between the Parties, Codiak shall own all rights, title and interest in or to any new discoveries, improvements, or inventions conceived, discovered, developed or otherwise made by or on behalf of Codiak, its Affiliates or its Sublicensees after the Effective Date and in connection with the Exploitation of Licensed Products, whether or not patented or patentable, and any and all patents and other intellectual property rights with respect thereof.
New Inventions. AEVI will retain ownership of, and be entitled to file patents (in its sole discretion) in its name, on all AEVI Inventions, and KKC will retain ownership of, and be entitled to file patents (in its sole discretion) in its name, on all KKC Inventions. All the foregoing will be included in the license granted by each Party to the other Party in Article 7. Each Party will disclose any such inventions or improvements to the other Party within ninety (90) days of filing a patent application claiming the Invention.
New Inventions. Employee agrees to make prompt and full disclosure to Company, to hold in trust for the sole benefit of Company, and hereby assigns exclusively to Company all of Employee’s rights, title and interest in and to any and all inventions, discoveries, designs, developments, concepts, techniques, procedures, products, improvements and trade secrets (collectively “Inventions”) that Employee solely or jointly may conceive, develop, reduce to practice or otherwise produce during Employee’s employment with Company. Employee waives and quitclaims to Company any and all claims of any nature whatsoever that Employee now has or may have in the future for infringement of any patent application, patent, or other intellectual property right relating to any Inventions so assigned to Company. Both during and after the termination of Employee’s employment at Company, Employee agrees to execute all documents and take all other actions reasonably requested by Company in order to carry out and confirm the assignments contemplated by this Agreement at Employee’s cost, including without limitation applications for patents, certificates of authorship, and other instruments appropriate for the protection and enforcement of intellectual property rights throughout the world. If Employee fails to execute, acknowledge, verify or deliver any such document reasonably requested by Company, Employee hereby irrevocably appoints Company and its authorized officers and agents as Employee’s agent and attorney-in-fact to act in Employee’s place to execute, acknowledge, verify or deliver any such document (as applicable) on Employee’s behalf.
New Inventions. To the extent a Party develops, makes, conceives or reduces to practice a new patentable invention under the Development Program (“New Inventions”), subject to the License Agreement, ownership of the patent rights to such New Invention between the Parties shall be governed as follows:
New Inventions. Ownership and rights to any new and patentable or unpatentable discovery, technology, know-how or other intellectual property arising from the performance of the Protocol (hereinafter “Other Inventions”) shall be determined by the application of U.S. patent laws.
New Inventions. If during the term of this Agreement GTRC, individually or collectively, makes any further improvements in such Products or Know-How or the mode of using them or becomes the owners of any new improvements either through patents or otherwise, then it shall communicate such improvements to LASER and LASER shall have the right to include the same in this Agreement without additional compensation. Provided, however, that this paragraph shall not apply to any situation in which GTRC has a contrary contractual commitment as a third party.
New Inventions. During the two (2) year period following the Effective Date, Xx. Xxxxxxxx shall promptly notify Juniper in writing (“Notice of Invention”) of each invention related to the Field (“New Invention”) which is conceived, as evidenced by contemporaneous documentation, or actually or constructively reduced to practice by Xx.
New Inventions. Outside the Field. --------------------------------
(a) GLADSTONE/Regents shall promptly disclose to CNPI any New Inventions outside the Field arising under this Agreement. The Party to whom such New Invention is disclosed agrees to hold such disclosure on a confidential basis.
(b) To the extent that GLADSTONE and The Regents have the legal right to do so, CNPI shall be entitled to an exclusive license to GLADSTONE's and Regents' interest in each New Invention outside the Field on terms to be negotiated in good faith between the Parties as set forth herein. CNPI agrees to notify GLADSTONE/Regents in writing within ninety (90) days of disclosure of the applicable New Invention outside the Field as to whether or not it wishes to negotiate a license to such New Invention. Upon CNPI's affirmative election to negotiate a license, GLADSTONE/Regents agree to negotiate in good faith with CNPI for a period of one hundred and eighty (180) days to conclude, at CNPI's option, either a license or option agreement for such New Invention. Such license or option agreement shall include reasonable terms typically found in licensing agreements and provide for diligent development of the New Invention and CNPI's obligation to reimburse GLADSTONE/Regents for patent expenses incurred by GLADSTONE/Regents with respect to such New Invention up to and including the effective date of such license or option agreement. If, at the end of such one hundred and eighty (180) day period, CNPI and GLADSTONE/Regents are unable to agree on terms for the license or option agreement, then, unless the Parties agree to extend the negotiation period, CNPI shall promptly deliver to GLADSTONE/Regents a final proposal detailing the terms on which it would enter into such an agreement (the "Final Proposal"). GLADSTONE/Regents shall have thirty (30) days from receipt of the Final Proposal to notify CNPI of its willingness to enter into an agreement on such terms. If GLADSTONE/Regents does not so notify CNPI, then GLADSTONE/Regents shall be free to dispose of the relevant New Invention in accordance with GLADSTONE/Regents' policy; provided, however, that, for a period of two (2) years from the expiration of such thirty (30) day period, if GLADSTONE/Regents proposes to enter into any such arrangement with a third party on the terms set forth in the Final Proposal or on terms more favorable to the third party than the terms contained in the Final Proposal, then (i) GLADSTONE/Regents shall deliver to CNPI...
