SOLE INTELLECTUAL PROPERTY Clause Samples
The Sole Intellectual Property clause establishes that all intellectual property created under the agreement will be owned exclusively by one party, typically the client or commissioning entity. In practice, this means that any inventions, designs, software, or written materials developed during the course of the project automatically become the sole property of the designated party, with no ownership rights retained by the creator or service provider. This clause is essential for ensuring clear ownership of valuable assets and preventing future disputes over intellectual property rights.
SOLE INTELLECTUAL PROPERTY. 10.1 For a period of twelve months from the Completion Date (the “License Option Period”), Company shall have a preferential right to elect, by written notice to University, to receive from University a license to the applicable Sole Intellectual Property of University. In the event that Company elects to exercise such preferential right, the Parties shall discuss, for a period of up to three months from the date of such election, which may be extended upon agreement between the Parties, the terms and conditions, including the license fee or royalty, payable by Company to University pursuant to such license. If the Parties cannot reach an agreement on the terms and conditions of the license within said three-month period, University may grant to any third party an exclusive or non-exclusive license to the relevant Sole Intellectual Property of University.
10.2 During the License Option Period, University shall not license or otherwise dispose of the relevant Sole Intellectual Property provided that Company bears the costs and expenses of the maintenance of the Sole Intellectual Property.
10.3 University may, in its discretion, assign all or a part of its Sole Intellectual Property to Company on terms and conditions to be mutually agreed (including, if applicable, a license back to such Sole Intellectual Property to University). If the Sole Intellectual Property of University so assigned is copyrighted, the rights stipulated under Articles 27 and 28 of the Copyright Law of Japan will also be assigned to Company; provided, however, that University reserves its rights with respect to routine, module and other rights that can be used for other programming.
10.4 University may Implement the Sole Intellectual Property of Company for educational, experimental or research purposes in its discretion and without Company’s prior written consent.
SOLE INTELLECTUAL PROPERTY. Sole Intellectual Property means Property conceived, discovered or created solely by one Party or its affiliates. Intellectual Property conceived, discovered or created solely by the University or its employees and affiliates shall be owned by the University. Intellectual Property conceived, discovered or created solely by the Collaborator or his employees and affiliates shall be owned by the Collaborator. Neither Party shall make any claim to the other Party’s Sole Intellectual Property.
SOLE INTELLECTUAL PROPERTY. 10.1 For a period of twelve months from the Completion Date (the “License Option
10.2 During the License Option Period, University shall not license or otherwise dispose of the relevant Sole Intellectual Property provided that Company bears the costs and expenses of the maintenance of the Sole Intellectual Property.
10.3 University may, in its discretion, assign all or a part of its Sole Intellectual Property to Company on terms and conditions to be mutually agreed (including, if applicable, a license back to such Sole Intellectual Property to University). If the Sole Intellectual Property of University so assigned is copyrighted, the rights stipulated under Articles 27 and 28 of the Copyright Law of Japan will also be assigned to Company; provided, however, that University reserves its rights with respect to routine, module and other rights that can be used for other programming.
10.4 University may Implement the Sole Intellectual Property of Company for educational, experimental or research purposes in its discretion and without Company’s prior written consent.
SOLE INTELLECTUAL PROPERTY. 10.1 For a period of twelve months from the Completion Date (the “License Option Period”), Company shall have a preferential right to elect, by written notice to University, to receive from University a license to the applicable Sole Intellectual Property of University. In the event that Company elects to exercise such preferential right, the Parties shall discuss, for a period of up to three months from the date of such election, which may be extended upon agreement between the Parties, the terms and conditions, including the license fee or royalty, payable by Company to University pursuant to such license. If the Parties cannot reach an agreement on the terms and conditions of the license within said three-month period, University may grant to any third party an exclusive or non-exclusive license to the relevant Sole Intellectual Property of University.15
10.2 During the License Option Period, University shall not license or otherwise dispose of the relevant Sole Intellectual Property provided that Company bears the costs and expenses of the maintenance of the Sole Intellectual Property16.
10.3 University may, in its discretion, assign all or a part of its Sole Intellectual Property to Company on terms and conditions to be mutually agreed (including, if applicable, a license back to such Sole Intellectual Property to University). If the Sole Intellectual Property of 15 大学の単独知的財産権のライセンスについては、共同研究契約和文と建付けを変えています。共同研究の終了から 12 か月間、企業側にライセンスを受ける優先的権利を認め、その間は、大学は第三者に対してライセンスすることはできないものとしています。（従前の共同研究契約英文に沿った建付です。） 16 10.1 条において、共同研究の終了から 12 ヶ月間は、企業側が、共同研究から生じた大学 の単独知的財産権のライセンスを受ける権利を有しますが、その期間内に当該単独知的財 産権の維持のために生じる費用について企業側が負担する旨を定めたのが、この文言です。 University so assigned is copyrighted, the rights stipulated under Articles 27 and 28 of the Copyright Law of Japan will also be assigned to Company; provided, however, that University reserves its rights with respect to routine, module and other rights that can be used for other programming.
10.4 University may Implement the Sole Intellectual Property of Company for educational, experimental or research purposes in its discretion and without Company’s prior written consent.