Common use of Assignment and Licenses Clause in Contracts

Assignment and Licenses. Each of Alkermes and Cephalon shall require all of its and its Affiliates’ employees, and each Party shall use commercially reasonable efforts to require any Third Parties working on the collaboration hereunder or who receive materials or know-how related to a Product from a Party, including its sublicensees, to assign all intellectual property developed, made or conceived by such employees or Third Parties pursuant to a Development Plan or Commercialization Plan to Alkermes and/or Cephalon according to the ownership principles described in Sections 7.1.1 and 7.1.2 above. In the event that a Party is unable to have a Third Party assign such inventions, then that Party shall use commercially reasonable efforts to require that Third Party to grant an exclusive, royalty-free, worldwide, irrevocable license, including the right to sublicense, to all intellectual property developed, made or conceived by that Third Party pursuant to a Development Plan or Commercialization Plan to Alkermes and/or Cephalon according to the ownership principles described in Sections 7.1.1 and 7.1.2 above.

Assignment and Licenses. Each of Alkermes and Cephalon shall require all of its and its Affiliates’ ' employees, and each Party shall use commercially reasonable efforts to require any Third Parties working on the collaboration hereunder or who receive materials or know-how related to a Product from a Party, including its sublicensees, to assign all intellectual property developed, made or conceived by such employees or Third Parties pursuant to a Development Plan or Commercialization Plan to Alkermes and/or Cephalon according to the ownership principles described in Sections 7.1.1 and 7.1.2 above. In the event that a Party is unable to have a Third Party assign such inventions, then that Party shall use commercially reasonable efforts to require that Third Party to grant an exclusive, royalty-free, worldwide, irrevocable license, including the right to sublicense, to all intellectual property developed, made or conceived by that Third Party pursuant to a Development Plan or Commercialization Plan to Alkermes and/or Cephalon according to the ownership principles described in Sections 7.1.1 and 7.1.2 above.