Common use of Foreground IP Clause in Contracts

Foreground IP. 2.1 All Foreground IP is to be jointly and severally owned by the Parties or Participants except where it was developed solely by one Party and as a result each party shall have the right to apply for patent protection in its own name, without accounting. Pursuant to any patent granted thereon the Party owning a resulting Patent shall each have the right to exploit any such patent and to grant licenses thereunder to the other Parties or third parties and to assign its rights therein without accounting to or requiring the consent of the other Parties hereto. 2.2 If a Party is seeking to file a patent application, it is solely responsible for any related expense. If the election is to jointly file then all expenses incurred in obtaining and maintaining such jointly owned patent shall be shared equally by its co-owners, but if either owner elects not to file a patent application in any country, the other shall have the right to obtain and maintain a patent in that country at its sole expense and shall have full control of the prosecution and maintenance thereof, even though title shall remain joint as aforesaid. 2.3 For greater certainty, IBM is permitted to commercialize Foreground IP under licenses granted in this Agreement. 2.4 Ownership by Participants in Foreground IP will be determined as set out in the Participants Agreement in Appendix “B”.