Common use of Joint Intellectual Property Clause in Contracts

Joint Intellectual Property. Alnylam hereby assigns all of its rights under any and all inventions or Know-How made or acquired from time to time jointly by employees, agents and consultants of Novartis, on the one hand, and employees, agents and consultants of Alnylam, on the other hand (collectively "Joint Intellectual Property") in connection with the Research Collaboration, and such Joint Intellectual Property shall be Novartis Sole Inventions. At Novartis's request from time to time, Alnylam shall, and shall cause its Affiliates, employees, agents and consultants to, execute documents and instruments and perform such acts as may be reasonably necessary in order to effect the foregoing assignment. Following the Research Term, or during the Research Term in the event that the Joint Steering Committee elects to discontinue one or more Active Programs pursuant to Section 2.3(b), in the event that Alnylam desires to acquire or license rights in any of the Novartis Sole Inventions that, absent this Section 6.1(b), would have been Joint Intellectual Property, Novartis may, on a case-by-case, product-by-product basis grant rights under such Novartis Sole Inventions pursuant to terms and conditions agreed to by the Parties. Novartis hereby grants to Alnylam a worldwide, non-exclusive, royalty-free right and license (sublicenseable solely to Controlled Contractors) under the Novartis Sole Inventions that, absent this Section 6.1(b), would have been Joint Intellectual Property that is Broad RNAi Intellectual Property, to engage in any and all research activities directed to the Field.