Jointly Developed Technology. (a) Jointly Developed Technology shall be jointly and equally owned by Spansion and SMIC in undivided half interests. Ownership of the Jointly Developed Technology shall not imply any rights to any Intellectual Property Rights of the other party, including without limitation any Spansion Technology or any SMIC Technology, which may be necessary to practice or utilize the Jointly Developed Technology, unless expressly provided under this Agreement or in a Process Supplement or a Product Supplement. (b) Subject to paragraph (a) above, each party will have the right to practice or utilize any and all of the Jointly Developed Technology without any obligation to account to the other party or obtain the other party’s consent, subject to any Intellectual Property Rights of the other party and other terms and conditions provided in this Agreement or in any applicable Process Supplement or Product Supplement; provided that (i) neither party shall assign or transfer title to any Jointly Developed Technology without the prior written consent of the other party, which the other party may withhold in its sole discretion, and (ii) neither party shall license or provide any Jointly Developed Technology to any competitor of the other party or any infringer or potential infringer which the other party is pursuing or plans to pursue without the prior written consent of the other party, which the other party may withhold in its sole discretion.
Appears in 2 contracts
Sources: Foundry Agreement, Foundry Agreement (Spansion Inc.)