Other Intellectual Property. Joint ownership; exceptions
14.3.1 The University and Creator shall jointly own Other Intellectual Property created during the course of regular University duties and/or using University Resources subject to the following exceptions:
(a) The University or a third party may own or have a licence to use Other Intellectual Property created pursuant to a written agreement with a third party, provided that the University advises the Creator of his/her right to consult with the Association prior to the Creator’s execution of a written agreement and obtains the Creator’s written consent;
(b) The Creator may voluntarily assign or licence his/her interest in Other Intellectual Property to the University, provided that the University advises the Creator of his/her right to consult with the Association prior to the execution of the assignment or licence. No such assignment or licence shall diminish the Creator’s right to revenue sharing under this Article;
(c) Where the use of University services as defined in 14.1.9 did not have a significant effect on the creation of Other Intellectual Property, the use of such services shall not be taken into account in determining ownership of the Other Intellectual Property.
14.3.2 Neither the Creator nor the University shall have an obligation to Commercialize Other Intellectual Property. Creators have no obligation to modify research to enhance the potential for Commercialization.
14.3.3 Creators may Commercialize Other Intellectual Property jointly owned with the University independently of the University, subject to any rights granted to a third party pursuant to a written agreement consented to by the Creator and/or the right of the University and the Creator to revenue sharing and cost recovery pursuant to this Article.
14.3.4 Creators must disclose to the University their intention to Commercialize Other Intellectual Property, whether or not they choose to involve the University in the Commercialization process. The University agrees to keep all such information confidential and not to disclose such information externally, except with the prior written consent of the Creator.
Other Intellectual Property. The Member owns Other Intellectual Property created during the course of University activities and/or using University Resources, and when the Member wishes to commercialize Other Intellectual Property, the following provisions shall determine the proportionate shares of ownership of the Other Intellectual Property, net revenue distribution and the terms of commercialization:
a) The Member’s intellectual and/or scholarly contribution;
b) The degree of the Employer’s participation in the development of the Other Intellectual Property prior to commercialization with respect to:
(i) obtaining grants and providing other specific funding or financial supports;
(ii) providing research assistants and provision of and reliance on additional IP support;
(iii) seeking and obtaining outside investments; and
(iv) granting release time from teaching to allow focus on further research with respect to the Other Intellectual Property. It is understood and agreed that the University Work Environment as defined in
Other Intellectual Property. Nothing contained in this Agreement shall affect, either directly or by implication, estoppel, or otherwise, the pre-existing rights of either Party in intellectual property developed prior to the Effective Date of this Agreement or intellectual property developed outside of this Agreement. All such intellectual property shall remain the property of its owner and the option granted to Sponsor in this Agreement shall not apply to such intellectual property.
Other Intellectual Property. For the avoidance of doubt, all intellectual property developed outside of this Agreement shall remain the property of its owner. Except as explicitly provided in this Agreement, neither party receives any right to the other’s intellectual property developed outside of this Agreement.
Other Intellectual Property. All rights in respect of all --------------------------- Intellectual Property of CSI, other than registered Intellectual Property and applications therefor, related to the Products or otherwise used by the Company Business at the Transformation Date (collectively the "Contributed Non-Registered Intellectual Property") ------------------------------------------------ and any remedies against any and all past, present and future infringements thereof and rights to protection of interest therein.
Other Intellectual Property. Upon Closing, Seller shall sell, transfer, assign, convey and deliver or shall cause to be sold, transferred, assigned, conveyed and delivered to Buyer all of Seller’s rights, title and interest in and to the Trade Secrets and other intellectual property not hereto forth assigned that are used solely in the Business.
Other Intellectual Property. The term "Other Intellectual --------------------------- Property" as used herein shall mean Board's rights in any biosensor related inventions (whether or not patentable), improvements, discoveries, developments, original works of authorship, software, trade secrets, Know-How made, conceived, reduced to practice or otherwise developed, by an employee of Assignor pursuant to either (i) a consulting agreement entered into by such employee and EHC or its sublicensee; or (ii) any similar agreement between an employee of the University of Texas at Austin and Assignee, and all intellectual property rights therein and thereto, shall be subject to the Assignment in Section 2.1 below.
Section 2.1 is amended to read in its entirety as follows:
Other Intellectual Property. Subject to clauses 16.1, 16.2 and 16.3:
(a) ownership of Intellectual Property continues to vest in the party that created that Intellectual Property; and
(b) each party grants to the other a non-exclusive, royalty free, non-transferable licence to use all Intellectual Property owned by or licensed to that party, solely for the purposes of performing this Agreement. Other than as provided for in clauses 16.1, 16.2, 16.3 and this clause 16.5, the Operator must not, at any time, use in the course of trade or business any Intellectual Property owned by or licensed to the Principal or its Related Body Corporate (as that term is defined in the Corporations Act) without the prior written consent of the Principal.
Other Intellectual Property. All of the trade secrets, know-how and other IP Rights (other than the Alliqua Contributed Patents), primarily utilized in connection with the AquaMed Business, including without limitation those identified on Schedule 1.1(b) (the Alliqua Contributed Patents, together with the IP Rights referred to in this Section 1.1(b), being referred to in this Agreement as the “Alliqua Contributed IP”);
Other Intellectual Property. The Parties agree that nothing in this Agreement, and no use by a Party of the other Party’s Intellectual Property pursuant to this Agreement, shall vest in a Party any right, title or interest in or to the other Party’s Intellectual Property, other than the license rights expressly granted hereunder and the assignments expressly made hereunder.
