Common use of Ownership of Technology and Intellectual Property Clause in Contracts

Ownership of Technology and Intellectual Property. 6.1 Subject to provisions of this Agreement, the Inventions, the Existing Patents, the Existing Technology and all Intellectual Property in respect of any of the Existing Technology shall remain the exclusive property of ICRT. 6.2 Any Project Technology, and any Project Patents or other Intellectual Property in respect of any Project Technology, shall - (a) if made solely by ICRT staff working on the Project, belong exclusively to ICRT; (b) if made solely by Introgen staff working on the Project, belong exclusively to Introgen; (c) if made jointly by ICRT staff and Introgen staff working on the Project, belong to ICRT and Introgen jointly in equal undivided shares. 6.3 Except as otherwise provided in this Agreement and subject to the rights and licences granted herein, neither party shall have any obligation to account to the other for profits, or to obtain any approval or consent of the other party to license or exploit any Intellectual Property, by reason of their joint ownership of such Intellectual Property. 6.4 ICRT and Introgen shall discuss and seek to agree upon the extent to which, and the countries in which, patent protection for any Project Technology owned by ICRT or jointly owned by ICRT and Introgen should be obtained and, except to the extent that they otherwise agree in writing - (a) the protection shall be applied for by ICRT in the name of ICRT, or jointly in the names of ICRT and Introgen, as the case may be; (b) ICRT shall diligently prosecute and maintain the Project Patents in question and keep Introgen fully informed as to the prosecution status of the Project Patents (including, without limitation, furnishing to Introgen information relevant to such prosecution and maintenance) and shall give fair consideration to suggestions made by Introgen in respect of the prosecution strategy in as far as they relate to the Field, but if ICRT notifies Introgen in writing that - (i) it wishes to abandon any such patent application or patent, it shall give a prompt written notice to Introgen offering to assign it to Introgen at the expense of Introgen but otherwise free of charge, and if Introgen does not accept the offer in writing within 30 days, ICRT shall have no further obligation with respect to the patent or patent application in question; or (ii) it does not wish to elect to proceed from PCT stage to national stage with respect to any such application in any country, it shall give a prompt written notice to Introgen; (c) where ICRT gives such a notice pursuant to clause 6.4(b)(ii) above, ICRT shall have no further obligation with respect to the application unless Introgen notifies ICRT in writing within 30 days that it wishes ICRT so to proceed, in which event ICRT shall do so but at the sole expense of Introgen, and accordingly for the purposes of - (i) clause 6.4(d), that application and any Project Patent granted pursuant to it in the relevant country shall be treated as if they had been assigned to Introgen; and (ii) the provisions of the First Licence as to royalties summarised in paragraph 9 of Schedule 2 (as they apply to Project Patents pursuant to paragraph 3 of Schedule 4), that application and any Existing Patent granted pursuant to it shall be deemed not to exist in the relevant country; (d) the out of pocket costs and expenses of prosecuting and maintaining the Project Patents in question shall be borne, as if they were Existing Patents, in the manner provided in clause 3.7 which shall apply with the necessary changes (and so that the reference therein to clause 3.6(b)(i) shall be deemed to be a reference to clause 6.4

Ownership of Technology and Intellectual Property. 6.1 Subject to provisions of this Agreement, the InventionsInvention, the Existing Patents, the Existing Technology and all Intellectual Property in respect of any of the Existing Technology shall remain the exclusive property of ICRT. 6.2 Any Project Technology, and any Project Patents or other Intellectual Property in respect of any Project Technology, shall - (a) if made solely by ICRT staff working on the Project, belong exclusively to ICRT; (b) if made solely by Introgen staff working on the Project, belong exclusively to Introgen; (c) if made jointly by ICRT staff and Introgen staff working on the Project, belong to ICRT and Introgen jointly in equal undivided shares. 6.3 Except as otherwise provided in this Agreement and subject to the rights and licences granted herein, neither party shall have any obligation to account to the other for profits, or to obtain any approval or consent of the other party to license or exploit any Intellectual Property, by reason of their joint ownership of such Intellectual Property. 6.4 ICRT and Introgen shall discuss and seek to agree upon the extent to which, and the countries in which, patent protection for any Project Technology owned by ICRT or jointly owned by ICRT and Introgen should be obtained and, except to the extent that they otherwise agree in writing - (a) the protection shall be applied for by ICRT in the name of ICRT, or jointly in the names of ICRT and Introgen, as the case may be; (b) ICRT shall diligently prosecute and maintain the Project Patents in question and keep Introgen fully informed as to the prosecution status of the Project Patents (including, without limitation, furnishing to Introgen information relevant to such prosecution and maintenance) and shall give fair consideration to suggestions made by Introgen in respect of the prosecution strategy in as far as they relate to the Field, but if ICRT notifies Introgen in writing that - (i) it wishes to abandon any such patent application or patent, it shall give a prompt written notice to Introgen offering to assign it to Introgen at the expense of Introgen but otherwise free of charge, and if Introgen does not accept the offer in writing within 30 days, ICRT shall have no further obligation with respect to the patent or patent application in question; or (ii) it does not wish to elect to proceed from PCT stage to national stage with respect to any such application in any country, it shall give a prompt written notice to Introgen; (c) where ICRT gives such a notice pursuant to clause 6.4(b)(ii) above, ICRT shall have no further obligation with respect to the application unless Introgen notifies ICRT in writing within 30 days that it wishes ICRT so to proceed, in which event ICRT shall do so but at the sole expense of Introgen, and accordingly for the purposes of - (i) clause 6.4(d), that application and any Project Patent granted pursuant to it in the relevant country shall be treated as if they had been assigned to Introgen; and (ii) the provisions of the First Licence as to royalties summarised in paragraph 9 of Schedule 2 (as they apply to Project Patents pursuant to paragraph 3 of Schedule 4), that application and any Existing Patent granted pursuant to it shall be deemed not to exist in the relevant country; (d) the out of pocket costs and expenses of prosecuting and maintaining the Project Patents in question shall be borne, as if they were Existing Patents, in the manner provided in clause 3.7 which shall apply with the necessary changes (and so that the reference therein to clause 3.6(b)(i) shall be deemed to be a reference to clause 6.4