Ownership and Patents Sample Clauses

Ownership and Patents. According to the terms of the License Agreement, the parties acknowledge and agree that all right, title and interest in and to any inventions, products, materials, compounds, compositions, substances, methods, processes, techniques, know-how, data, information, discoveries and other results of whatsoever nature discovered, created, developed, or occurring (as the case may be) in the course of, or arising from, the provision of the Consultancy Services under this Agreement (the "DISCOVERIES") and all intellectual property rights (registrable or otherwise) relating to or covering any of the Discoveries or portion thereof shall vest in Ramot and be covered by the license under the License Agreement.
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Ownership and Patents. 8.1 Company shall own all data obtained in the Research Project, research protocols related to the Research Project, and Results, and shall have the right to submit all such information to support regulatory filings related to the Research Product and other products that may be developed by the Company. 8.2 Ownership of any discovery, invention, method, process or other know-how made, conceived or first reduced to practice in the performance of the Research Project during the project period by the Company and its affiliates, the Principal Investigator and/or the Sponsor and all intellectual property arising therefrom (collectively, “Inventions”) shall be determined as follows: All Inventions conceived or reduced to practice during the project period solely by employees, agents or consultants of the Company, including, without limitation, the Principal Investigator (“Company Inventions”) shall be owned solely by the Company. All Inventions conceived or reduced to practice during the project period solely by employees, agents or consultants of the Sponsor (“Sponsor Inventions”) shall be owned solely by the Sponsor. All Inventions conceived or reduced to practice jointly during the project period by employees, agents or consultants of the Company, on the one hand, and employees, agents or consultants of the Sponsor, on the other hand (“Joint Inventions”), shall vest according to U.S. patent law. The Company represents and warrants that all Company employees and other individuals or entities performing any part of the Research Project are obligated to assign to the Company all inventions and intellectual property rights that are necessary to enable the Company to grant the Sponsor all rights the Company purports to grant under this Agreement. 8.3 As soon as the Company reasonably believes a Company Invention or Joint Invention has been conceived or reduced to practice hereunder (and in any event within a reasonable time after its disclosure to the Company Technology Office), the Company shall disclose such invention in writing to the Sponsor in sufficient detail to allow the Sponsor to evaluate its significance. 8.4 The Company shall have the first right to prosecute any patent application(s) covering any Company Inventions. Within a reasonable time after disclosure of any such Company Invention to the Sponsor, the Company shall notify the Sponsor in writing if it intends to pursue patent protection for such Company Invention. If the Company elects to pursue p...
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Ownership and Patents. Foundation shall have sole and exclusive ownership rights to any invention of a product, device, process, or method, whether patentable or not (an "Invention") arising out of the Research subject to the right of MPD to take an exclusive, or non-exclusive, royalty-bearing license to the Invention, as set forth herein. a) Foundation grants to MPD the right of first review with respect to any Invention, discovered from the performance of the Research, under the following terms: (i) Foundation shall notify MPD, in writing, of the Invention and provide MPD with sufficient detail to evaluate the Invention. (ii) MPD shall have forty-five (45) days after such notification to evaluate the Invention and notify Foundation, in writing that MPD desires to license the Invention. (iii) Upon notification by MPD of its desire to acquire rights to the Invention, the Parties shall negotiate in good faith for a period not to exceed sixty (60) days, in an effort to arrive at terms and conditions satisfactory to the Parties for the license by MPD of the Invention. (iv) If the Parties do not reach such agreement within said sixty (60) day period, or if MPD fails to notify Foundation within the forty-five (45) day period, or if MPD decides not to acquire the rights to the Invention, Foundation shall be free to deal with the Invention as the Foundation in its discretion may decide, and Foundation shall have no further obligations to MPD with respect to the Invention. (v) The right of first review, as presented herein, shall terminate at the earlier of the a) first anniversary of the Effective Date or b) the termination of this Contract. Research Agreement Mediphotonics Development Co LLC and Research Foundation CUNY (b) With respect to inventions which MPD has elected to take an exclusive, or non-exclusive, royalty-bearing license, as provided in this Section 5: (i) MPD shall be responsible for the preparation, filing, and prosecution of all patent applications covering any Invention arising out of the Research, as well as all costs and fees associated therewith from and after the effective date of such license. Foundation shall reasonably assist MPD in the preparation, filing, and prosecution of such patent application; (ii) MPD shall also have responsibility for filing all applications which may be required by health or regulatory authorities relating to the products arising from the Research. All costs and expenses associated with such filings shall be borne by MPD.
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Ownership and Patents. 5.1 HMRI may, in the course of performing the Research, use intellectual property developed by HMRI or a third party prior to Effective Date or developed other than through its participation in the Research (“Background IP”). For purposes of clarity, not limitation, the parties understand that Subject Inventions do not include, and nothing in this Agreement expresses or implies any grant of rights to COMPANY of, rights in Background IP. As between the parties to this Agreement: (a) Title to any HMRI Invention will reside in HMRI. (b) Title to any COMPANY Invention will reside in COMPANY. (c) Title to Joint Inventions will be jointly owned and each party will have an equal, undivided, and unrestricted ownership interest therein. 5.2 Pursuant to the Patent and Know How License Agreement between COMPANY (formerly Nicoya Health, Inc.) and The Methodist Hospital effective as of October 6, 2020, Methodist Agreement [***] (“Existing License Agreement”), intellectual property specified in that agreement is already licensed to COMPANY by The Methodist Hospital. To the extent that any HMRI inventions resulting from work under this Agreement are not Licensed Patent Rights as defined in the Existing License Agreement, HMRI grants to the COMPANY the right of first review with respect to the opportunity to license any such Subject Invention(s), discovered during the performance of the Research, under the following the terms: (a) The COMPANY shall comply with the terms of non-disclosure, as set forth in Section 4 of this Agreement. (b) COMPANY and its Affiliates will have the first option to negotiate an exclusive license to make, have made, use, offer to sell, and sell under HMRI’s rights in any such HMRI Inventions or those Joint Inventions within the Research scope under terms and conditions to be negotiated in good faith, in each case subject to any federal or state governmental rights therein and to HMRI retaining the rights to make, have made and use such Inventions solely for research, educational and patient care purposes. COMPANY hereby grants to HMRI the right to make, have made and use any COMPANY Inventions necessary for the performance of the Research and (b) any other COMPANY intellectual property provided by COMPANY to HMRI in connection with the Research. (c) COMPANY shall have three (3) months from disclosure of any Subject Invention to notify HMRI that it wants to enter into such a license agreement. The parties shall negotiate in good faith for a perio...
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Ownership and Patents. Foreground shall be owned by the Contractor(s) or Associated Contractor(s) generating it.
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Ownership and Patents. 5.1 OPBG shall have sole and exclusive ownership rights to any invention of a product, device, process, or method, whether patentable or unpatentable arising out of OPBG’s work under the Project ("Invention"). 5.2 Further, OPBG agrees to grant Bellicum an exclusive license to said Invention and the terms of exercise of such license will be determined if a specific agreement between the Parties will be found. 5.3 For clarity, OPBG inventions that exist as of the Effective Date or that subsequently arise outside the scope of the Project are not affected by this Agreement. 5.4 OPBG grants a paid-up worldwide co-exclusive (co-exclusive with OPBG), license for non-commerical development of OPBG’s CD19 CAR-T technology and a paid-up worldwide exclusive license to Bellicum to commercialize OPBG’s CD19 CAR-T technology after definition of a specific agreement. 5.5 OPBG grants a paid-up worldwide co-exclusive (co-exclusive with OPBG), license for non-commerical development of OPBG’s CAR.GD2 CAR-T technology and a paid-up worldwide exclusive license to Bellicum to commercialize OPBG’s CAR.GD2 CAR-T technology after definition of a specific agreement. 5.6 OPBG will provide to Bellicum reasonable quantities of […***…] for OPBG’s […***…] to be used for the activities reported in Exhibit A. OPBG will also provide Bellicum with reasonable initial quantities of […***…] for OPBG’s […***…]; Bellicum will pay all costs of shipping and of expanding these […***…]. 5.7 Bellicum shall be responsible for payment of patent application filing and prosecution costs for Inventions and for OPBG technologies that Bellicum receives rights in under this Section 5. 5.8 Bellicum will not use […***…] in commercially marketed products. For clarity, Bellicum may produce, or have produced by third parties, […***…] and may use that […***…] in commercially marketed products. Bellicum will provide OPBG with customary indemnification and insurance provisions with respect to Bellcium’s use of such […***…].
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Ownership and Patents. 7.1 Subject to the Option Agreement, the Partnership shall have the full and exclusive right, title and interest in and to all Partnership Technology and all physical manifestations or embodiments thereof including, without limitation, all documents, records, notebooks, writings, engineering and manufacturing information, schematics, product samples and specifications which result under either a Feasibility Evaluation or a Product Development Program carried out for or by the Partnership. There shall, however, be excluded from the foregoing and specifically retained by Contractor all of the right, title and interest in and to all Proprietary Rights generated, developed, conceived or first reduced to practice during the term of this Agreement and not included within Partnership Technology; provided, however, that Contractor shall have no right to sublicense any of the foregoing to Ciba-Geigy Limited, a corporation of Switzerland, or any of its Affiliates. Contractor hereby assigns to the Partnership, and waives any right, title and interest in and to, any Partnership Technology. To the extent necessary to perfect the rights granted or retained hereunder, each party under whose name any patent is issued shall grant to the other party an appropriate license to such patent. 7.2 Contractor agrees to cause appropriate patent applications to be prepared and prosecuted on behalf of the Partnership with respect to inventions included in Partnership Technology which are commercially and technically significant, and to cause such patents to be maintained, as the Partnership shall request in writing, all at the Partnership's expense. Contractor further agrees to use its best efforts to cause each of its employees and agents to do all such acts and to execute, acknowledge and deliver all instruments or writings reasonably requested and necessary for the Partnership to perfect its beneficial ownership of all right, title and interest to Partnership Technology and to secure Letters Patent and all reissues, renewals and extensions thereof, as contemplated above. 7.3 Upon the Completion of any Product, Contractor shall so notify the Partnership. Subject to the Option Agreement, if requested by the Partnership after the Completion of a Product, Contractor shall deliver to the Partnership or its designee all Partnership Technology and other property related to the completed Product to which the Partnership has ownership rights pursuant to Section 7.1 or 7.2 held by or under ...
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Ownership and Patents 
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Related to Ownership and Patents

  • Ownership and Proprietary Rights Title, ownership rights and intellectual property rights to Software or to the Software and all patents, copyright, design rights, trade secrets and other proprietary rights in or related to the Software are and remain the exclusive property of Licensor and its suppliers. Licensee acknowledges such rights and will not take any action that jeopardizes such rights or acquire any rights except the limited use rights specified in this Agreement. The Software is protected by copyright and other intellectual property laws and international treaty provisions. The Licensee further acknowledges that in the course of its use of the Software, pursuant to the terms of this Agreement, that it may suggest modifications or improvements to the Software (“Modification(s)”). The Licensee expressly acknowledges the Licensor shall have the right to use these modifications and hereby grants the Licensor a non-exclusive, royalty-free, perpetual worldwide license to use or incorporate said Modification(s), in whole or in part, into the future development of any technology, including the Software. The Licensee expressly acknowledges that the Licensor is not obligated to provide the licensee with any form of compensation with respect to the use of the Modification(s).

  • Ownership and Intellectual Property (a) The GLO shall own, and Developer hereby irrevocably assigns to the GLO, all ownership rights, titles, and interests in and to all Intellectual Property acquired or developed by Developer pursuant to this Contract (including, without limitation, all Intellectual Property in and to reports, drafts of reports, data, drawings, computer programs and codes, and/or any other information or materials acquired or developed by Developer under this Contract). The GLO shall have the right to obtain and hold in its name any and all patents, copyrights, trademarks, service marks, registrations, or such other protections, including extensions and renewals thereof, as may be appropriate to the subject matter. (b) Developer must give the GLO, the State of Texas, and any person designated by the GLO or the State of Texas all assistance and execute such documents as required to perfect the rights granted to the GLO herein, without any charge or expense beyond the stated amount payable to Developer for the services authorized under this Contract.

  • Ownership and Copyright All work product, information data, or documents produced hereunder by the Consultant and his subconsultants shall be delivered to Regents, and title thereto shall vest in Regents regardless of the stage to which the development of the study may have progressed. In addition, the Consultant hereby expressly assigns, transfers and otherwise quitclaims to the Regents, its heirs and assigns forever, all right, title and interest, including all copyrights and all termination/renewal rights is such copyrights and all causes of action accruing under such copyrights, in all studies, study calculations, drawings, specifications, other data, embodiments of such studies, documents or other works of authorship produced hereunder by the Consultant, his employees, and his subconsultants. The Consultant further warrants that this transfer of copyrights and other rights is valid against the world. Finally, reproducible copies of all work products and other technical data shall be furnished to the Regents without cost whether the work for which they are made be executed or not. The Consultant may make and retain for its use such additional copies as it may desire. Notwithstanding the rights, ownership, grants, assignments, transfers, and quitclaims set forth herein, the Regents expressly grants, assigns, and transfers a permanent and exclusive license to the Design Professional, its successors, and assigns, for the Design Professional’s Instruments of Service, and to each consultant (including the consultant’s successors and assigns) of the Design Professional for such consultant’s Instruments of Service, to use, reproduce, sell, transfer, and accomplish derivative works therefrom, for any and all purposes.

  • Ownership and Licenses 54 Section 16.01 Property damage.....................................................................................................................55 Section 16.02 Risk of Loss.............................................................................................................................55 Section 16.03 Limitation of HHSC’s Liability..................................................................................................55 Section 17.01 Insurance Coverage................................................................................................................55 Section 17.02 Performance Bond..................................................................................................................57 Section 17.03 TDI Fidelity Bond.....................................................................................................................57

  • Ownership and Intellectual Property Rights 1. This Agreement gives you limited rights to use the Software. Syncro retains any and all rights, title and interest in and to the Software and all copies thereof, including copyrights, patents, trade secret rights, trademarks and other intellectual property rights. All rights not specifically granted in this Agreement, including International Copyrights, are reserved by Syncro. The structure, organization and code of the Software are valuable trade secrets and confidential information of Syncro.

  • OWNERSHIP AND USE OF DOCUMENTS 1.3.1 All drawings, specifications, estimates, and all other documents, including shop drawings and calculations, prepared at any time in connection with the Project, shall, upon payment for services in connection therewith, become the sole property of the State.

  • Ownership and License 5.1 Unless otherwise specified in a SOW and except as provided in Section 5.2, Cisco is the sole and exclusive owner of all Deliverables and Supplier hereby irrevocably assigns and transfers to Cisco all of its worldwide right and title to, and interest in, the Deliverables, including all associated Intellectual Property Rights. 5.2 Unless otherwise specified in a SOW, each party owns all right, title, and interest in and to any of its Preexisting Materials. Supplier hereby grants Cisco a perpetual, irrevocable, worldwide, transferable, royalty-free, nonexclusive license, with the right to sublicense and authorize the granting of sublicenses, to use and reproduce Supplier's Preexisting Materials in the Deliverables to the extent necessary for Cisco’s exercise and exploitation of its rights in the Deliverables. 5.3 Unless otherwise specified in an SOW, Supplier will obtain and assign to Cisco a non- exclusive, royalty-free, worldwide, perpetual, irrevocable, transferable, sub-licensable license to use all Third Party Intellectual Property Rights incorporated into, required to use, or delivered with the Work. Supplier will deliver copies of the above releases and licenses to Cisco upon Xxxxx’s request.

  • Ownership and Use (A) Unless CITY states otherwise in writing, each document— including, but not limited to, each report, draft, record, drawing, or specification (collectively, “work product”)— that CONSULTANT prepares, reproduces, or causes its preparation or reproduction for this Agreement is CITY’s exclusive property. (B) CONSULTANT acknowledges that its use of the work product is limited to the purposes contemplated by the Scope of Work. CONSULTANT makes no representation of the work product’s application to, or suitability for use in, circumstances not contemplated by the Scope of Work.

  • OWNERSHIP AND USE OF WORK PRODUCT All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials or properties produced in whole or in part under this Agreement in connection with the performance of the Required Services (collectively “Work Product”) shall be the sole and exclusive property of City. No such Work Product shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any other country without the express, prior written consent of City. City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, copyright or patent, in whole or in part, any such Work Product, without requiring any permission of Consultant, except as may be limited by the provisions of the Public Records Act or expressly prohibited by other applicable laws. With respect to computer files containing data generated as Work Product, Consultant shall make available to City, upon reasonable written request by City, the necessary functional computer software and hardware for purposes of accessing, compiling, transferring and printing computer files.

  • Ownership and Reuse of Documents All documents, data, reports, research, graphic presentation materials, etc., developed by Contractor as a part of its work under this Agreement, shall become the property of County upon completion of this Agreement, or in the event of termination or cancellation thereof, at the time of payment under Section 3 for work performed. Contractor shall promptly furnish all such data and material to County on request.

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