Common use of Joint Foreground Clause in Contracts

Joint Foreground. For the avoidance of doubt, unless otherwise agreed in writing between the joint owners (as defined below), this Article 8.1.2 shall detail and complete the default provisions of Article II.26.2 of the Grant Agreement and shall apply as an established agreement between the joint owners as mentioned in the same Article II.26.2 of the Grant Agreement. However, the joint owners shall in all cases be at liberty to agree in writing something different to this Article 8.1.2, so long as such different agreement does not prejudice the Access Rights or other rights of the other Parties. Subject to any different agreement between the joint owners, the following shall apply: If the Foreground was conceived jointly by multiple Parties, it is owned jointly by such Parties. In case of joint ownership of Foreground, each of the joint owners shall be entitled to use the joint Foreground as it sees fit, and to grant non-exclusive licenses to third parties, without obtaining any consent from, paying compensation to, or otherwise accounting to any other joint owner, unless otherwise agreed between the joint owners. The Parties jointly conceiving the Foreground will jointly protect it where appropriate (hereinafter, regardless the nature of the Foreground’s Intellectual Property right, “to patent”). In the event that at least one Party is ready to patent the joint Foreground and/or share the patenting costs, each other Party, which is not willing to patent the joint Foreground and/or share the patenting costs, shall waive its ownership claims to the Foreground in favour of the patenting Parties. Patenting Party(ies) shall name the individual authors/inventors, including those from the non- patenting Parties, in the patent disclosure; the Party employing the particular author/inventor is responsible for the assignment of their right to the patent, if any, to the patenting Party(ies). However, the joint owners will retain the right to use the joint Foreground for research purposes (internal and with third parties) only without the consent of and without accounting to any other joint owner.