Common use of Assignment of Clause in Contracts

Assignment of. Ohio State’s rights in Ohio State Subject Inventions and Joint Subject Inventions to Sponsor upon Sponsor’s checking (including date and initials of Sponsor’s authorized official) and then payment of an Upfront Technology Access Fee of either: (1) 25% of the Research Project budget ($ , ); or (2) A base fee of $15,000, whichever is greater, upon execution of this Agreement. 9.5. Should the Parties agree to increase the Research Project budget following initiation of the Project, then the Upfront Technology Access Fee described in Section 9.3 or 9.4 above shall be recalculated using the amount of the revised, total Research Project budget. Any difference between the recalculated fee and the Upfront Technology Access Fee already paid-for by Sponsor shall be payable to Ohio State upon execution of the Change Order for the revised Project budget. The Parties further agree that the actual assignment of Ohio State’s rights in Ohio State Subject Inventions and Joint Subject Inventions provided for in Section 9.4 above shall be contingent upon and occur following such time that Sponsor’s total financial obligation to Ohio State for the Research Project is paid-in-full. 9.6. Ohio State will invoice Sponsor for the fees listed in Sections 9.3 and 9.4 and the recalculated fees described in Section 9.5 above. Sponsor shall pay Ohio State within thirty (30) days following receipt of such invoices. If Sponsor fails to pay any fees due to Ohio State within ninety (90) days following receipt of such invoice, then the election of the license or assignment by Sponsor under Sections 9.3 or Section 9.4 shall be of no effect and all rights of Sponsor in Ohio State Subject Inventions and Joint Subject Inventions shall thereafter be governed by Section 9.2. The address for invoices to Sponsor under this Section 9.6 will be identified in Exhibit A. 9.7. Regardless of the right selected by Sponsor in Sections 9.1-9.4, Ohio State retains rights to use Research Results and Ohio State Subject Inventions and Joint Subject Inventions for research, teaching and educational purposes. 9.8. Notwithstanding the foregoing, for Ohio State Subject Inventions and Joint Subject Inventions that: (a) are related to human or animal health, disease or nutrition; (b) incorporate the use of federal, state or philanthropic funding by Sponsor or Ohio State; (c) include a subcontract to a third party; or (d) involve rights to any inventions, discoveries or intellectual property of Ohio State that exist as of the Effective Date of a Research Project, Sponsor’s choice of patent rights under this Article 9 shall be solely limited to the option to negotiate a license under Section 9.2.

Assignment of. Ohio State’s rights in Ohio State Subject Inventions and Joint Subject Inventions to Sponsor upon Sponsor’s checking (including date and initials of Sponsor’s authorized official) and then payment of an Upfront Technology Access Fee of either: (1) 25% of the Research Project budget ($ , ); or (2) A base fee of $15,000, whichever is greater, upon execution of this Agreement. 9.5. Should the Parties agree to increase the Research Project budget following initiation of the Project, then the Upfront Technology Access Fee described in Section 9.3 or 9.4 above shall be recalculated using the amount of the revised, total Research Project budget. Any difference between the recalculated fee and the Upfront Technology Access Fee already paid-for by Sponsor shall be payable to Ohio State upon execution of the Change Order for the revised Project budget. The Parties further agree that the actual assignment of Ohio State’s rights in Ohio State Subject Inventions and Joint Subject Inventions provided for in Section 9.4 above shall be contingent upon and occur following such time that Sponsor’s total financial obligation to Ohio State for the Research Project is paid-in-full. 9.6. Ohio State will invoice Sponsor for the fees listed in Sections 9.3 and 9.4 and the recalculated fees described in Section 9.5 above. Sponsor shall pay Ohio State within thirty (30) days following receipt of such invoices. If Sponsor fails to pay any fees due to Ohio State within ninety (90) days following receipt of such invoice, then the election of the license or assignment by Sponsor under Sections 9.3 or Section 9.4 shall be of no effect and all rights of Sponsor in Ohio State Subject Inventions and Joint Subject Inventions shall thereafter be governed by Section 9.2. The address for invoices to Sponsor under this Section 9.6 will be identified in Exhibit A. 9.7. Regardless of the right selected by Sponsor in Sections 9.1-9.4, Ohio State retains rights to use Research Results and Ohio State Subject Inventions and Joint Subject Inventions for research, teaching and educational purposes. 9.8. Notwithstanding the foregoing, for Ohio State Subject Inventions and Joint Subject Inventions that: (a) are related to human or animal health, disease or nutrition; (b) incorporate the use of federal, state or philanthropic funding by Sponsor or Ohio State; (c) include a subcontract to a third party; or (d) involve rights to any inventions, discoveries or intellectual property of Ohio State that exist as of the Effective Date of a Research Project, Sponsor’s choice of patent rights under this Article 9 shall be solely limited to the option to negotiate a license under Section 9.2.