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 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 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.

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.. 6.1.3

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.