Common use of Collaboration Technology Clause in Contracts

Collaboration Technology. GSK shall be the sole owner of any Collaboration Technology invented solely by or on behalf of GSK personnel pursuant to the Research Program or any Early Development Program or any Candidate Commercialization Program, and GSK shall retain all of its rights, title and interest thereto, except to the extent that any rights or licenses are expressly granted thereunder by GSK to ChemoCentryx under this Agreement. ChemoCentryx shall be the sole owner of any Collaboration Technology invented solely by or on behalf of ChemoCentryx personnel pursuant to the Research Program or any Early Development Program, or any Product Candidate Commercialization Program and ChemoCentryx shall retain all of its rights, title and interest thereto, except to the extent that any rights or licenses are expressly granted thereunder to GSK under this Agreement. Any Collaboration Technology that is invented jointly by or on behalf of GSK and ChemoCentryx pursuant to the Research Program or an Early Development Program or any Product Candidate Commercialization Program shall be owned jointly by GSK and ChemoCentryx, and all rights, title and interest thereto shall be jointly owned by the Parties, except to the extent that any exclusive rights or licenses are expressly granted to a Party under this Agreement. Except as expressly provided in this Agreement, neither Party shall have any obligation to account to the other for profits, or to obtain any consent of the other Party to license or exploit patented jointly-owned subject matter, by reason of joint ownership thereof, and each Party hereby waives any right it may have under the laws of any jurisdiction to require any such consent or accounting

Collaboration Technology. GSK Subject to the license grants under this Agreement and the last sentence of this Section 11.1.3, the Parties shall be the sole owner of each own an equal, undivided interest in any Collaboration Technology invented solely by (together with all Patent Rights and other intellectual property rights therein), provided that, except as expressly permitted in this Agreement, neither a Party nor any of its Affiliates shall Exploit, transfer, license or on behalf encumber its rights in any Collaboration Technology with respect to a Collaboration Antigen, and the Patent Rights and other intellectual property rights therein, without the consent of GSK personnel pursuant the other Party prior to the Research Program earlier of the date of the designation of a Candidate Drug by AZ with respect to such Collaboration Antigen and the date of the designation of such Collaboration Antigen as a Discontinued Antigen subject to Section 4.5.1 or a Failed Antigen subject to Section 4.15. After such date, subject to Sections 4.15, 12.1, 12.2.1 and 12.3 and the last sentence of this Section 11.1.3, the Party or Parties shall be free to Exploit, transfer, license or encumber its or their rights in any Early Development Program or any Candidate Commercialization Program, and GSK shall retain all of its rights, title and interest theretoCollaboration Technology with respect to such Antigen, except to the extent that any rights or licenses are expressly granted thereunder prohibited by GSK to ChemoCentryx under this Agreement. ChemoCentryx Each Party shall be the sole owner of any Collaboration Technology invented solely by or on behalf of ChemoCentryx personnel pursuant promptly disclose to the Research Program other Party in writing the conception or any Early Development Programgeneration of Collaboration Technology, or any Product Candidate Commercialization Program and ChemoCentryx shall, and does hereby, assign, and shall retain all of cause its rightsAffiliates, licensees, sublicensees and subcontractors to so assign, to the other Party, without additional compensation, such right, title and interest theretoin and to any Collaboration Technology (together with all Patent Rights and other intellectual property rights therein) as is necessary to fully effect the joint ownership provided for in the first sentence of this Section 11.1.3. Notwithstanding the foregoing, except upon the designation of the first Candidate Drug that binds to and is directed against a Collaboration Antigen pursuant to Section 2.6, ABX shall, and [Confidential treatment requested] with respect to such Collaboration Antigen (together with all Patent Rights and other intellectual property rights therein); provided, however, if and only to the extent that ABX or any rights of its Affiliates [Confidential treatment requested], ABX or licenses are expressly granted thereunder its Affiliate (as applicable) shall, and does hereby, [Confidential treatment requested] under the applicable Collaboration Patent Rights and Collaboration Know-How Rights to GSK under Exploit such Antibody, on the terms and conditions of this Agreement. Any Collaboration Technology that is invented jointly by or on behalf of GSK and ChemoCentryx pursuant to the Research Program or an Early Development Program or any Product Candidate Commercialization Program shall be owned jointly by GSK and ChemoCentryx, and all rights, title and interest thereto shall be jointly owned by the Parties, except to the extent that any exclusive rights or licenses are expressly granted to a Party under this Agreement. Except as expressly provided in this Agreement, neither Party shall have any obligation to account to the other for profits, or to obtain any consent of the other Party to license or exploit patented jointly-owned subject matter, by reason of joint ownership thereof, and each Party hereby waives any right it may have under the laws of any jurisdiction to require any such consent or accounting.

Collaboration Technology. As between the Parties, GSK shall be the sole owner of any Collaboration Technology discovered, developed, invented or created solely by or on behalf of GSK personnel pursuant to the Research Program or any Early Development Program or any Candidate Commercialization Program, its Affiliates and GSK shall retain all of its rights, title and interest thereto, except subject to the extent that (i) any rights or licenses are expressly granted thereunder by GSK to ChemoCentryx Targacept under this AgreementAgreement and (ii) Section 10.4.1. ChemoCentryx As between the Parties, Targacept shall be the sole owner of any Collaboration Technology discovered, developed, invented or created solely by or on behalf of ChemoCentryx personnel pursuant to the Research Program Targacept or any Early Development Program, or any Product Candidate Commercialization Program its Affiliates and ChemoCentryx shall retain all of its rights, title and interest thereto, except subject to the extent that any rights or licenses are expressly granted thereunder to GSK under this Agreement. Any Collaboration Technology that is discovered, developed, invented or created jointly by or on behalf of GSK or its Affiliates and ChemoCentryx pursuant to the Research Program Targacept or an Early Development Program or any Product Candidate Commercialization Program its Affiliates shall be owned jointly by GSK and ChemoCentryxTargacept on an equal and undivided basis, and all rights, title and interest thereto shall be jointly owned by the PartiesParties on an equal and undivided basis, except subject to the extent that any exclusive rights or licenses are expressly granted by one Party to a the other Party under this Agreement. Except as expressly provided in this Agreement, neither Party shall have any obligation to account to the other for profitsprofits with respect to, or to obtain any consent of the other Party to license or exploit patented exploit, jointly-owned subject matterCollaboration Technology, by reason of joint ownership thereof, and each Party hereby waives any right it may have under the laws of any jurisdiction to require any such consent or accounting. Each Party shall promptly disclose to the other Party in writing, and shall cause its Affiliates to so disclose, the discovery, development, invention or creation of any jointly-owned Collaboration Technology.