Common use of Ownership of Joint Patents and Joint Know-How Clause in Contracts

Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Inventions and Information that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake or its Affiliates, on the one hand, and Adapt or its Affiliates or Sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Inventions and Information described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (and in the case of Adapt, its Sublicensees) to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 and 4.2, and each Party’s exclusivity obligations in Section 4.5, each Party shall have the right to Exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.

Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Inventions Information and Information inventions that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake Reata or its AffiliatesAffiliates or licensees or sublicensees, on the one hand, and Adapt Xxxxxx or its Affiliates or Sublicenseeslicensees or sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), ) and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Inventions and Information described in clause (i) thereto (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (licensees and in the case of Adapt, its Sublicensees) sublicensees to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 Section 10.1 and 4.2, and each Party’s the Parties’ respective exclusivity obligations in Section 4.5hereunder, each Party shall have the right to Exploit exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.

Ownership of Joint Patents and Joint Know-How. As Subject to the licenses and other rights granted herein and the last sentence of Section 8.1.1, as between the Parties, the Parties shall each own an equal, undivided interest in any and all all: (i) Information and Inventions and Information that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake Lexicon or its Affiliates, on the one hand, hand and Adapt Sanofi or its Affiliates or SublicenseesAffiliates, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), ; and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Information and Inventions and Information described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, writing and shall cause its Affiliates, and its and their licensees and (and in the case of Adapt, its Sublicensees) sub)licensees to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint PatentsIntellectual Property Rights. Subject to the licenses and other rights of reference granted under Sections 4.1 and 4.2hereunder, and each Party’s exclusivity obligations in Section 4.5except as otherwise prohibited hereunder, each Party shall have the right to Exploit practice or license the Joint Intellectual Property Rights without the consent of the other Party or a duty of seeking consent or accounting to the other Party (but for clarity, assignment of a Party’s interest in the Joint Intellectual Property Rights would require consent of the other Party).

Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Inventions and EAST\151813552.1 Confidential Treatment has been granted for portions of this exhibit. The copy filed herewith omits certain information subject to the confidentiality request. Omissions are designated as “****”. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. Information that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake or its Affiliates, on the one hand, and Adapt or its Affiliates or Sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Inventions and Information described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (and in the case of Adapt, its Sublicensees) to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 and 4.2, and each Party’s exclusivity obligations in Section 4.5, each Party shall have the right to Exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.

Ownership of Joint Patents and Joint Know-How. As Subject to Section 3.2.1, as between the Parties, the Parties shall each own an equal, undivided interest in any and all all: (i) Inventions Information, and Information other inventions that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake RVL or its AffiliatesAffiliates or (sub)licensees, on the one hand, hand and Adapt Licensee or its Affiliates or its or their Sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), ; and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Inventions Information, and Information other inventions described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, writing and shall cause its Affiliates, Affiliates and its and their (sub)licensees and in the case of Adapt, its Sublicensees) Sublicensees to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 and 4.2Each Party shall, and each Party’s exclusivity obligations does hereby, assign, and shall cause its Affiliates and its and their (sub)licensees and Sublicensees to so assign, without additional compensation, such right, title and interest in Section 4.5, each Party shall have the right and to Exploit the any Joint Intellectual Property Rights without a duty of seeking consent or accounting as well as any intellectual property rights with respect thereto, to the other PartyParties as is necessary to fully effect the joint ownership provided for in clause (i) of this Section 6.1.

Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Inventions and 29 EAST\151813552.1 Exhibit 10.1 Confidential Treatment has been granted for portions of this exhibit. The copy filed herewith omits certain information subject to the confidentiality request. Omissions are designated as “****”. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. Information that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake or its Affiliates, on the one hand, and Adapt or its Affiliates or Sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), and (ii) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Inventions and Information described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (and in the case of Adapt, its Sublicensees) to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 and 4.2, and each Party’s exclusivity obligations in Section 4.5, each Party shall have the right to Exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.

Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties each Party shall each own an equal, undivided interest in any and all (i) Inventions and Information that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake NHSc, its Affiliates or its Affiliatessublicensees, on the one hand, and Adapt or Seres, its Affiliates or Sublicenseessublicensees, on the other hand, in connection with the work conducted under or course of performing activities contemplated in connection with this Agreement, whether or not patented or patentable (the “Joint Know-How”), and (ii) Joint Patents (the “Joint Patents”) and other intellectual property rights with respect to in the Inventions and Information described in clause (i) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (Affiliates and in the case of Adapt, its Sublicensees) sublicensees to so disclose, the developmentdiscovery, making, conception or reduction to practice of any Joint Know-How or Joint PatentsHow. Subject to the licenses licenses, covenants and rights of reference granted under Sections 4.1 2.1, 2.2 and 4.2, and each Party’s exclusivity obligations in Section 4.52.3, each Party shall have the right to Exploit the Joint Intellectual Property Rights without a duty of seeking consent may, and may permit, through sublicenses or accounting to the other Partyotherwise, others to, [***].

Ownership of Joint Patents and Joint Know-How. As between the Parties, the Parties shall each own an equal, undivided interest in any and all (i) Inventions Information and Information inventions that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake Reata or its AffiliatesAffiliates or licensees or sublicensees, on the one hand, and Adapt Xxxxxx or its Affiliates or Sublicenseeslicensees or sublicensees, on the other hand, in connection with the work conducted under or in connection with this Agreement, whether or not patented or patentable (the ““ Joint Know-HowHow ”), ) and (ii) Patents (the ““ Joint PatentsPatents ”) and other intellectual property rights with respect to the Inventions and Information described in clause (i) thereto (together with Joint Know-How and Joint Patents, the ““ Joint Intellectual Property RightsRights ”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (licensees and in the case of Adapt, its Sublicensees) sublicensees to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 Section 10.1 and 4.2, and each Party’s the Parties’ respective exclusivity obligations in Section 4.5hereunder, each Party shall have the right to Exploit exploit the Joint Intellectual Property Rights without a duty of seeking consent or accounting to the other Party.

Ownership of Joint Patents and Joint Know-How. As Subject to Section 5.3.2 (Regulatory Matters), as between the Parties, the Parties shall each own an equal, undivided interest in any and all (ia) Inventions Information and Information inventions that are conceived, discovered, developed or otherwise made jointly by or on behalf of Lightlake Licensor or its Affiliates, on the one hand, and Adapt AbbVie or its Affiliates or SublicenseesAffiliates, on the other hand, in connection with the work conducted under or in connection with this Agreement, in each case whether or not patented or patentable (the “Joint Know-How”), and (iib) Patents (the “Joint Patents”) and other intellectual property rights with respect to the Inventions Information and Information inventions described in clause (ia) (together with Joint Know-How and Joint Patents, the “Joint Intellectual Property Rights”). Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates, (licensees and in the case of Adapt, its Sublicensees) sublicensees to so disclose, the development, making, conception or reduction to practice of any Joint Know-How or Joint Patents. Subject to the licenses and rights of reference granted under Sections 4.1 4.4.1 (License Grants to AbbVie) and 4.2, and each PartyLicensor’s exclusivity obligations in under Section 4.52.4 (Exclusivity), each Party shall have the right to Exploit the Joint Intellectual Property Rights Rights, including the right to grant licenses through multiple tiers, without a duty of seeking consent or accounting to the other Party.