Joint Employee Inventions. Title to Subject Inventions made jointly by employees of the Government and Consortium or Consortium Members shall be held jointly by the Government and Consortium or Consortium Members. Consortium or Consortium Members shall have the initial option to file patent applications on joint Subject Inventions at its own expense. 10.1.2.1. In the event that the Consortium or Consortium Members decline to file or complete prosecution of such patent application, Consortium or Consortium Members waive its co-ownership interest and agree to assign its title to such joint Subject Inventions to the Government in exchange for a non-exclusive, irrevocably paid-up license to practice such Subject Invention throughout the world. 10.1.2.2. In the event that Consortium or Consortium Members elect to file and complete prosecution of such patent applications, the Government agrees to enter into negotiations in good faith with Consortium or Consortium Members for a license to Consortium or Consortium Members of the Government’s interests to the invention within specified fields of use, at reasonable rate, terms, and conditions. Any such license agreement shall be subject to a nonexclusive, nontransferable, irrevocable, paid-up license to practice the invention or have the invention practiced throughout the world by or on behalf of the Government. 10.1.2.3. Government reserves the right to ensure that any license it grants to the Consortium or Consortium Members is consistent with the Government’s international treaty and agreement obligations. 10.1.2.4. Consortium or Consortium Members shall notify the Government in writing of its interest in obtaining such exclusive license rights within thirty (30) days of Subject Invention filing.
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Sources: Base Agreement, Base Agreement