PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 The parties hereto hereby acknowledge and agree that the University owns any and all right, title and interest in and to the Technology, as well as any and all University Improvements. The parties also hereby acknowledge and agree that the Licensee [***] in and to the Licensee Improvements.
2.2 The Licensee shall, at the request of the University, enter into such further agreements and execute any and all documents as may be required to ensure that ownership of the Technology and any University Improvements remains with the University.
2.3 On the last working day of June and December of each and every year during which this Agreement remains in full force and effect, the Licensee shall deliver in writing to the University the details of any and all Improvements which the Licensee and any sublicensees of the Licensee have developed and/or acquired during the previous six month period.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 For the avoidance of doubt, nothing in this Agreement shall be interpreted as giving any right or license to Cardiol in relation to any Intellectual Property rights owned or controlled by or licensed to Meros, including Meros Technology, other than the rights specifically granted under this Agreement and no such right or license shall be implied as being given by Meros to Cardiol other than the rights specifically granted under this Agreement, and nothing in this Agreement shall be interpreted as giving any right or license to Meros in relation to any Intellectual Property rights owned or controlled by or licensed to Cardiol, including the Cardiol IP, other than the rights specifically granted under this Agreement and no such right or license shall be implied as being given by Cardiol to Meros other than the rights specifically granted under this Agreement.
2.2 As between the parties, Meros shall solely own all Meros Improvements and shall have the right to file, prosecute, maintain and extend patent applications and patents covering any Meros Improvement.
2.3 As between the parties, Cardiol shall solely own all Cardiol Improvements and shall have the right to file, prosecute, maintain and extend patent applications and patents covering any Cardiol Improvement.
2.4 Cardiol and Meros shall jointly own all Joint Improvements and shall, subject to Section 12.1 mutually agree on the filing, prosecuting, maintaining and extending patent applications and patents covering any Joint Improvements. Cardiol and Meros shall jointly on a 50/50 basis share in any remuneration, royalty or other revenue or payments from licensing or in any way commercializing and using the Joint Improvements outside of the Field of Use. Neither Party shall be required to seek the consent of the other Party for any use of the Joint Improvements on a non-exclusive basis.
2.5 Each Party shall, at the request of the other, enter into such further reasonable agreements and execute any and all reasonable documents as may be required to ensure that ownership of Improvements as set forth in this Section 2 and to otherwise effect the intent of this Section 2.
2.6 Cardiol shall not assign, transfer, mortgage, pledge, financially encumber, grant a security interest in or permit a lien to be created, charged or otherwise dispose of any or all of the rights granted to it under this Agreement without the prior written consent of Meros, which consent shall not be unreasonably withheld or delayed.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 The parties hereto hereby acknowledge and agree that the University owns any and all right, title and interest in and to the Technology, as well as any and all Improvements.
2.2 The Licensee shall, at the request of the University, enter into such further agreements and execute any and all documents as may be required to ensure that ownership of the Technology and any Improvements remains with the University.
2.3 On the last working day of June and December of each and every year during which this Agreement remains in full force and effect, the Licensee shall deliver in writing to the University the details of any and all Improvements which the Licensee and any sublicensees of the Licensee has developed and/or acquired during the previous six month period.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1. The parties hereto hereby acknowledge and agree that:
(a) Dr. Xxxxxxx Xxxxxx has assigned his rights to the Technology and any Improvements to the University;
(b) the University owns any and all right, title and interest in and to the technology identified in UBC Invention Disclosure File # UBC 94-061, entitled “Lipolipase Mutation 291, Implication for Coronary Artery Disease”, and File # UBC 91-003, entitled “Mutation in Human Lipoprotein Lipase Gene which causes Type 1 Hyperlipoproteinemia” as well as any and all UBC Improvements (the “UBC Technology”);
(c) [**] has developed or acquired certain technology which has common subject matter with certain technology invented, developed and/or acquired by the University, and the University and [**] are named as joint owners within the United States of the technology identified in UBC Invention Disclosure File # UBC 99-082, entitled “Recombinant Viruses Preparation and use thereof in Gene Therapy” (the “UBC -[**] Technology”);
(d) the University and AMC jointly own the technology identified in UBC Invention Disclosure File # UBC 00-039, entitled “Mutation 447” (the “UBC - Amsterdam Technology”),
(e) the University and the Licensee, subject to the terms of this Agreement jointly own all Joint Improvements, and provided that notwithstanding the applicable patent or other intellectual property laws of any jurisdiction both the University and the Licensee shall only use and commercially exploit any Joint Improvements in accordance with the terms of this Agreement; and
(f) the Licensee, subject to the terms of this Agreement, owns any all right, title and interest in and to the Xenon Improvements.
2.2. The Parties shall, on request, enter into such further agreements and execute any and all documents as may be required to ensure that ownership of the Technology, and any Improvements vest with, or remain with, the parties as set out in Article 2.1.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 The parties hereto hereby acknowledge and agree that the University owns any and all right, title and interest in and to the Technology.
2.2 Alnylam shall, at the request of Inex, enter into such further agreements and execute any and all documents as may be required to ensure that ownership of the Technology remains with the University.
2.3 On the last working day of June of each and every year during which this Agreement remains in full force and effect, Inex shall deliver in writing to Alnylam the details of any Patents filed during the previous twelve month period.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 The Licensee acknowledges and agrees that UBC owns any and all right, title and interest in and to the Technology and all Improvements.
2.2 The Licensee will, at the request of UBC, sign all documents as may be required to ensure that ownership of the Technology and any Improvements remains with UBC.
2.3 On the last working day of June and December of each year during the term of this Agreement the Licensee will give notice to UBC of the details of all Improvements which the Licensee and any sublicensees of the Licensee has have developed and/or acquired during the previous six month period.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.01 Except as otherwise provided in Section 1.01(j) and Article 10, the parties hereto hereby acknowledge and agree that the University owns any and all right, title and interest in and to the Technology and the University Patents, including any and all Improvements, variations and enhancements made with respect to the Technology that are developed at the University both before and after the Commencement Date.
2.02 Arcadia shall, at the request of the University, enter into such further agreements and execute any and all documents as may be required to ensure that ownership of the Technology and the University Patents reside with the University.
2.03 The parties shall deliver to each other, in writing the details of any and all Improvements, variations, updates, modifications and enhancements relating to the Technology and the University Patents.
2.04 The University agrees to use commercially reasonable efforts to inform relevant University researchers (including University personnel, contractors, and students) of Arcadia’s rights and the University’s obligations under this Agreement. Arcadia acknowledges, however, that University policies governing the academic freedom of University researchers may, in some instances, make it impossible for the University to compel action or inaction of University researchers in order for the University to satisfy some of its obligations under this Agreement with respect to transfer, disclosure, license, or publication of certain aspects of the Technology that may be developed in the future. This acknowledgement by Arcadia shall not be interpreted as a waiver of the University’s obligation to act in good faith in its efforts to comply with its obligations under this Agreement. In any event, the University will use commercially reasonable efforts to inform relevant University researchers of Arcadia’s interest in exploring the possibility of future business relationships with University researchers with respect to aspects of the Technology developed in the future, as well as New Technologies.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 GENENTECH acknowledges and agrees that, as between IMG AS CR and GENENTECH, IMG AS CR owns or controls all right, title and interest in and to the Technology.
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 The Parties acknowledge and agree that each Party owns all right, title and interest in and to their own Background IP. Except for the purposes of completing the Mitacs Research (subject there being no conflicting third-party agreements), nothing in this Agreement grants either Party the right to use the other Party’s Background IP for commercial purposes, or for any purpose whatsoever following the Term of this Agreement.
2.2 The Company acknowledges and agrees that UBC owns all right, title and interest in and to the Technology created solely by UBC arising from the Mitacs Research (“UBC Technology”).
2.3 The Parties acknowledge and agree that UBC and the Company have joint right, title and interest in and to the Technology jointly created by UBC and the Company arising from the Mitacs Research (“Joint Technology”).
PROPERTY RIGHTS IN AND TO THE TECHNOLOGY. 2.1 The parties hereto acknowledge and agree that the University owns any and all right, title and interest in and to the Technology, including any and all improvements, variations and enhancements made with respect to the Technology before the Commencement Date. The parties further acknowledge and agree that any and all intellectual property rights, know-how and inventions that are conceived, reduced to practice, developed or created by Xx. Xxxxxxx in his capacity as Chief Scientific Officer of the Licensee and/or ViRexx, Inc. shall not be owned by the University and shall be owned by the Licensee or such other party as the Licensee may provide; provided that no University resources (i.e. laboratories, equipment, University research staff, students or post-doctoral fellows) are utilized by Xx. Xxxxxxx in this regard.
2.2 Upon expiration of the Term, the license shall become a perpetual, fully-paid up, royalty-free license, unless this Agreement is sooner terminated.
2.3 The parties hereto acknowledge and agree that the Licensee owns any and all right, title and interest in the Improvements. If University resources are used by Xx. Xxxxxxx in making improvements, variations and enhancements to the Technology, they shall not constitute Improvements and, in such event, the parties will govern themselves by the terms of any applicable research contracts for determining which party has any right, title and interest in and to all improvements, variations and enhancements.
