Common use of PROJECT INTELLECTUAL PROPERTY OWNERSHIP AND RIGHTS Clause in Contracts

PROJECT INTELLECTUAL PROPERTY OWNERSHIP AND RIGHTS. 10.1.1 All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by DELTAGEN in connection with the activities conducted under the Development Program or otherwise in connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by DELTAGEN (“DELTAGEN Project Intellectual Property”). All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by HYSEQ in connection with the activities conducted in connection with the Development Program or otherwise in connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by HYSEQ (“HYSEQ Project Intellectual Property”). All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed jointly by DELTAGEN and HYSEQ in connection with the activities conducted in connection with the Development Program or in otherwise connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be jointly owned by CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. DELTAGEN and HYSEQ (“Joint Project Intellectual Property”); provided, however, that Joint Project Intellectual Property relating to the DELTAGEN Knock-Out Technology, including any methods or processes relating thereto, shall be owned by, and shall vest solely in, DELTAGEN and shall be deemed “DELTAGEN Project Intellectual Property”. Patents covering HYSEQ Project Intellectual Property shall be referred to as “HYSEQ Project Patents” and shall be owned by, and shall vest in, HYSEQ and Patents covering DELTAGEN Project Intellectual Property shall be referred to as “DELTAGEN Project Patents” and shall be owned by and shall vest in, DELTAGEN. Patents covering Joint Project Intellectual Property shall be referred to as “Joint Project Patents” and shall be jointly owned by, and jointly vest in, the Parties. The Parties hereby agree that [***] for a Rejected Project Gene they shall make [***] of Joint Project Intellectual Property, including Joint Project Patents. If the Parties cannot mutually agree on such [***], such Joint Project Intellectual Property and Joint Project Patents shall remain jointly owned by the Parties.

PROJECT INTELLECTUAL PROPERTY OWNERSHIP AND RIGHTS. 10.1.1 All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by DELTAGEN in connection with the activities conducted under the Development Program or otherwise in connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by DELTAGEN (“"DELTAGEN Project Intellectual Property”"). All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by HYSEQ in connection with the activities conducted in connection with the Development Program or otherwise in connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by HYSEQ (“"HYSEQ Project Intellectual Property”"). All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed jointly by DELTAGEN and HYSEQ in connection with the activities conducted in connection with the Development Program or in otherwise connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be jointly owned by CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. DELTAGEN and HYSEQ (“"Joint Project Intellectual Property”"); provided, however, that Joint Project Intellectual Property relating to the DELTAGEN Knock-Out Technology, including any methods or processes relating thereto, shall be owned by, and shall vest solely in, DELTAGEN and shall be deemed “"DELTAGEN Project Intellectual Property”". Patents covering HYSEQ Project Intellectual Property shall be referred to as “"HYSEQ Project Patents” " and shall be owned by, and shall vest in, HYSEQ and Patents covering DELTAGEN Project Intellectual Property shall be referred to as “"DELTAGEN Project Patents” " and shall be owned by and shall vest in, DELTAGEN. Patents covering Joint Project Intellectual Property shall be referred to as “"Joint Project Patents” " and shall be jointly owned by, and jointly vest in, the Parties. The Parties hereby agree that [***] for a Rejected Project Gene they shall make [***] of Joint Project Intellectual Property, including Joint Project Patents. If the Parties cannot mutually agree on such [***], such Joint Project Intellectual Property and Joint Project Patents shall remain jointly owned by the Parties.

PROJECT INTELLECTUAL PROPERTY OWNERSHIP AND RIGHTS. 10.1.1 All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by DELTAGEN in connection with the activities conducted under the Development Program or otherwise in connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by DELTAGEN (“"DELTAGEN Project Intellectual Property”"). All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by HYSEQ in connection with the activities conducted in connection with the Development Program or otherwise in connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by HYSEQ (“"HYSEQ Project Intellectual Property”"). All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed jointly CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. by DELTAGEN and HYSEQ in connection with the activities conducted in connection with the Development Program or in otherwise connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be jointly owned by CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. DELTAGEN and HYSEQ (“"Joint Project Intellectual Property”"); provided, however, that Joint Project Intellectual Property relating to the DELTAGEN Knock-Out Technology, including any methods or processes relating thereto, shall be owned by, and shall vest solely in, DELTAGEN and shall be deemed “"DELTAGEN Project Intellectual Property”". Patents covering HYSEQ Project Intellectual Property shall be referred to as “"HYSEQ Project Patents” " and shall be owned by, and shall vest in, HYSEQ and Patents covering DELTAGEN Project Intellectual Property shall be referred to as “"DELTAGEN Project Patents” " and shall be owned by and shall vest in, DELTAGEN. Patents covering Joint Project Intellectual Property shall be referred to as “"Joint Project Patents” " and shall be jointly owned by, and jointly vest in, the Parties. The Parties hereby agree that [***] for a Rejected Project Gene they shall make [***] of Joint Project Intellectual Property, including Joint Project Patents. If the Parties cannot mutually agree on such [***], such Joint Project Intellectual Property and Joint Project Patents shall remain jointly owned by the Parties.

PROJECT INTELLECTUAL PROPERTY OWNERSHIP AND RIGHTS. 10.1.1 All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by DELTAGEN in connection with the activities conducted under the Development Program or otherwise in connection with this * Confidential portions of this document have been redacted and have been filed separately with the Commission. Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by DELTAGEN (“DELTAGEN Project Intellectual Property”). All right, title and interest in and to all inventions, discoveries, know-how, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed solely by HYSEQ in connection with the activities conducted in connection with the Development Program or otherwise in connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be solely owned by HYSEQ (“HYSEQ Project Intellectual Property”). All right, title and interest in and to all inventions, discoveries, know-howknowhow, derivatives and improvements and other Technical Information (whether or not patentable), conceived, made, created, invented or developed jointly by DELTAGEN and HYSEQ in connection with the activities conducted in connection with the Development Program or in otherwise connection with this Agreement (including in connection with the selection of the Project Genes pursuant to Section 4.1) shall be jointly owned by CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. DELTAGEN and HYSEQ (“Joint Project Intellectual Property”); provided, however, that Joint Project Intellectual Property relating to the DELTAGEN Knock-Out Technology, including any methods or processes relating thereto, shall be owned by, and shall vest solely in, DELTAGEN and shall be deemed “DELTAGEN Project Intellectual Property”. Patents covering HYSEQ Project Intellectual Property shall be referred to as “HYSEQ Project Patents” and shall be owned by, and shall vest in, HYSEQ and Patents covering DELTAGEN Project Intellectual Property shall be referred to as “DELTAGEN Project Patents” and shall be owned by and shall vest in, DELTAGEN. Patents covering Joint Project Intellectual Property shall be referred to as “Joint Project Patents” and shall be jointly owned by, and jointly vest in, the Parties. The Parties hereby agree that [***[ * ] for a Rejected Project Gene they shall make [***] [ * ], of Joint Project Intellectual Property, including Joint Project Patents. If the Parties cannot mutually agree on such [***[ * ], such Joint Project Intellectual Property and Joint Project Patents shall remain jointly owned by the Parties.