Ownership of Program Technology. Except as otherwise set forth herein, all inventions and discoveries acquired or developed solely by agents, employees, consultants or subcontractors of a Party during the Research Term (“Sole Inventions”) shall be the property of such Party. Regardless of inventorship, EYETECH shall own all EYETECH Program Technology and EYETECH Development Program Technology and ARCHEMIX shall own all ARCHEMIX Program Technology. Joint Program Technology shall be jointly owned by the Parties, with no duty to account or pay royalties relating thereto, except as specifically set forth herein. Each Party’s right to practice and license Joint Program Technology and Joint Program Patents is set forth in Section 4 hereof. Each Party agrees to negotiate in good faith with the other Party upon request for a non-exclusive license (in the Field for licenses requested by EYETECH and outside the Field for licenses requested by ARCHEMIX) to such Party’s Sole Inventions. Each Party shall execute such assignments and other instruments reasonably requested by the other Party in order to effectuate all filings of patent applications pursuant to this Section 8.1.1.
Ownership of Program Technology. Subject to the terms of this Agreement, the Parties ownership rights in Program Technology, regardless of inventorship, are as follows:
Ownership of Program Technology. Agenus shall own any and all Inventions made (i) solely, as between the Parties, by employees, officers, contractors, consultants or agents (“Representatives”) of Agenus (“Agenus Improvements”), and any Patent Rights therein (“Agenus Improvement Patent Rights”) and (ii) by Representatives of Agenus in conjunction with Representatives of UroGen (“Joint Improvements”), and any Patent Rights therein (“Joint Improvement Patent Rights”). UroGen hereby assigns and agrees to assign to Agenus all its right, title and interest in and to the Joint Improvements and the Joint Improvement Patent Rights. UroGen shall own any and all Inventions made solely, as between the parties, by Representatives of UroGen (“UroGen Improvements”), and any Patent Rights therein (“UroGen Improvement Patent Rights”). All Agenus Improvement Patent Rights and Joint Improvement Patent Rights that are necessary or reasonably useful for the Development, Manufacture or Commercialization of the Licensed Product (the “Licensed Improvement Patent Rights”) shall be included in the Licensed Patent Rights licensed to UroGen hereunder.
Ownership of Program Technology. All Program Know-How that is conceived, generated, discovered, or created solely by employees or other Third Parties acting on behalf of a Party or its Affiliates (collectively, the “Sole Program Inventions”), together with all intellectual property rights appurtenant thereto, shall be solely owned by such Party. All Program Know-How that is conceived, generated, discovered, or created jointly by employees or other Third Parties acting on behalf of a Party or its Affiliates, together with employees or other Third Parties acting on behalf of the other Party or such other Party’s Affiliates (the “Joint Program Inventions”), together with all intellectual property rights appurtenant thereto, shall be jointly owned by the Parties. Each Party shall own an undivided one-half interest in, to and under such Joint Program Inventions and intellectual property rights appurtenant thereto, and neither Party shall have any duty to account to or obtain the consent of the other Party in order to exploit or license such jointly owned inventions and intellectual property rights (but otherwise subject to the express provisions of this Agreement). Inventorship shall be determined in accordance with United States patent law. Each Party shall ensure, and hereby covenants, that all employees, agents, consultants, contractors, and other Third Parties acting on behalf or such Party’s Affiliates in performing obligations under this Agreement shall be obligated under a binding written agreement to (i) assign to such Party all inventions conceived, generated, discovered, or created by such employee, agent, consultant, contractor, or other Third Party in the course of performing such Party’s obligations under this Agreement, and (ii) preserve the proprietary and confidential nature of Confidential Information substantially to the extent provided for in Section 10.
Ownership of Program Technology and Program Intellectual Property for Program Targets and Related Antibodies, Antisense Compounds and Proteins. Subject to the rights and licenses granted under this Agreement, the parties shall jointly own all Program Technology and Program Intellectual Property that directly relates to (a) a Program Target, (b) the utility of such Program Target, (c) the use of a Program Target to identify Antibodies or Antisense Compounds acting through such Program Target, and the use of such Antibodies or Antisense Compounds in the Collaboration Field or Veterinary Field, (d) the use of Protein(s) encoded by such Program Target in the Collaboration Field or Veterinary Field, (e) Program Antibodies, (f) Program Antisense Compounds, (g) Program Proteins and (h) Collaboration Products, whether invented or discovered by employees, Affiliates, agents, independent contractors or consultants of Lexicon, Organon or both parties. In the event either party would otherwise be deemed to be the sole owner of any such invention, then such party shall assign to the other party an undivided joint interest in such invention.
Ownership of Program Technology. (a) Agenus will solely own any and all Inventions directed to the composition of matter of any Licensed Antibody, including improvements thereof, or methods of use of any Licensed Antibody, including combinations using Licensed Antibody and improvements thereof (“Product Inventions”) and all patent rights therein (“Product Invention Patent Rights”); (i) made solely, as between the Parties, by Representatives of Agenus (“Agenus Improvements”), and any patent rights therein (“Agenus Improvement Patent Rights”); or (ii) made by Representatives of Agenus in conjunction with Representatives of Betta (“Joint Improvements”), and any patent Rights therein (“Joint Improvement Patent Rights”). Betta shall assign and hereby assigns to Agenus all of its right, title and interest in and to all of the foregoing.
Ownership of Program Technology. All Program Technology will be owned by […***…]. The Parties shall use commercially reasonable efforts to promptly disclose and jointly identify all Program Technology during the term this Agreement. […***…] except as expressly permitted in this Agreement or other written agreement between the Parties.
Ownership of Program Technology. All Program Technology will be owned by [...***...
Ownership of Program Technology. Subject to the licenses described in Article 5, all Program Technology invented, discovered or developed solely by the employees and agents of one party shall be owned by that party. Subject to the licenses described in Article 5, all Program Technology invented, discovered or developed jointly by the employees and agent of both parties shall be owned solely by [...***...] if it relates to [...***...] within the Field of Collaboration, solely owned by [...***...] if it relates to [...***...] and jointly owned in all other cases. ---------- * CONFIDENTIAL TREATMENT REQUESTED
Ownership of Program Technology. All Program Technology will be owned by Genomatica. The Parties shall use commercially reasonable efforts to promptly disclose and jointly identify all Program Technology during the term this Agreement. WMOG hereby irrevocably transfers, conveys and assigns to Genomatica all of its right, title, and interest in the Program Technology, subject to the license and other rights granted to WMOG hereunder. WMOG shall execute such documents, render such assistance, and take such other action as Genomatica may reasonably request, at Genomatica’s expense, to apply for, register, perfect, confirm, and protect Genomatica’s ownership rights set forth in this Section, and Genomatica shall have the exclusive right to apply for or register any patents, and such other proprietary protections with respect to the Program Technology. WMOG agrees not to practice the Program Technology except as expressly permitted in this Agreement or other written agreement between the Parties.
