Licensor Improvements Sample Clauses
The licensor-improvements clause defines how improvements or enhancements made by the licensor to the licensed intellectual property are treated under the agreement. Typically, this clause specifies whether such improvements are automatically included in the license granted to the licensee, or if they require separate negotiation or additional fees. For example, if the licensor develops a new version or feature of the licensed technology, the clause will clarify if the licensee has rights to use these updates. Its core function is to manage expectations and rights regarding future developments, ensuring both parties understand how ongoing innovation is handled within the scope of the license.
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Licensor Improvements. Licensee hereby assigns all right, title and interest, including all intellectual property rights that Licensee may have or acquire in and to the Licensor Improvements to Licensor. Licensee shall, upon the reasonable request by, and at the cost of, Licensor, take further actions and execute additional documents to establish and perfect Licensor’s ownership rights in, to and under the Licensor Improvements.
Licensor Improvements. Licensor agrees to make available promptly to Licensee during the term of this Agreement any Improvements now or hereafter found, owned, or controlled by Licensor, and to submit to Licensee all available Know-How pertaining thereto. Such Improvements in or to the Licensed Proprietary Property and the corresponding rights throughout the world in patents or copyrights shall be the property of Licensor, and shall be included in the Licensed Proprietary Property licensed to Licensee subject to all of the terms and conditions set forth in this Agreement.
Licensor Improvements. 2.6.1 Licensor agrees to provide notice within […***…] to Licensee upon the filing of any patent application covering any Licensor Improvement, together with a reasonably detailed description of or access to such Licensor Improvement to permit the practice of any such improvement. Upon the filing of any patent application covering any Licensor Improvement, Exhibit A attached hereto will be modified to add such patent application, but such patent application covering the Licensor Improvement will only be deemed a Licensed Patent with respect to Licensed Products for use in the Field for the applicable Licensed Indication to which such Licensor Improvements relates.
2.6.2 If Licensor files any patent or patent application that would constitute a Licensor Improvement but for the temporal limitation in Section 1.23(c), Licensor will within […***…] so inform Licensee, and, upon Licensee’s written request, Licensor will, on a non-exclusive basis, discuss in good faith licensing such patent or patent application to Licensee for use in connection with the Licensed Products in the Field.
2.6.3 To the extent that the scope of Licensor’s rights to any Licensor Improvements Controlled by Licensor pursuant to a Commercial License, as described in Section 1.23(c)(ii), are less than or more restrictive than the license rights granted to Licensee pursuant to Section 2.1.4 (if and when effective), then Licensee’s rights with respect to such Licensor Improvements will be limited to the lesser or more restrictive rights Licensor can sublicense pursuant to the terms of the Commercial License. Examples of more restrictive provisions include Licensor’s rights being limited to the following: (a) non-exclusive rights, (b) use in connection with only specific recombinant adeno-associate virus vectors, (c) use only in specific territories or specific fields, and (d) use only for research but not commercial purposes.
Licensor Improvements. The entire right and title to the Technology, whether or not patentable, and any patent applications or patents based thereon, which directly relate to and are not severable from LICENSOR IP and which are improvements thereto by LICENSOR, its employees or others acting solely on LICENSOR’s behalf shall be owned solely by LICENSOR (“Licensor Improvements”).
Licensor Improvements. The entire right and title to the Technology, whether or not patentable, and any patent applications or patents based thereon, which directly relate to and are not severable from Licensor IP and which are improvements thereto by LICENSOR or any Related Entity of the LICENSOR, and such associated employees or others acting for LICENSOR’s or LICENSOR’s Related Entity’s behalf shall be owned solely by LICENSOR or such Related Entity of LICENSOR as designated by LICENSOR (in any such case the “Licensor Improvements”). The LICENSOR covenants and agrees that such Licensor Improvements shall be added to and included in the definition of the Technology and shall be available to the LICENSEE under this Agreement at no additional cost to the LICENSEE.
Licensor Improvements. To Licensor’s knowledge, without any independent inquiry, there are no Licensor Improvements in existence as of the Effective Date.
Licensor Improvements. In the event that any Improvements are conceived or reduced to practice during the course of this Agreement by Licensor or its employees, all inventions entitled to any patent or patents maturing therefrom will be owned by Licensor (a “Licensor Invention”).
Licensor Improvements. The entire right and title to the Technology, whether or not patentable, and any patent applications or patents based thereon, which directly relate to and are not severable from Licensor IP and which are improvements thereto by LICENSOR or any Related Entity of the LICENSOR, and such associated employees or others acting for LICENSOR’s or LICENSOR’s Related Entity’s behalf shall be owned solely by LICENSOR or such Related Entity of LICENSOR as designated by LICENSOR (in any such case the “Licensor Improvements”) and all costs associated with creation, filing and prosecution of any patent applications related thereto shall be borne by LICENSOR. If LICENSOR develops any Licensor Improvements, LICENSOR will promptly provide LICENSEE with written notice of such Licensor Improvements. Following receipt of notice of such Licensor Improvements, LICENSEE or any LICENSEE Related Entities shall have the right to utilize said Licensor Improvements during the Term of this Agreement (and any renewal terms).
Licensor Improvements. 2.7.1 Licensor agrees to provide notice within […***…] to Licensee upon the filing of any patent application covering any Licensor Improvement, together with a reasonably detailed description of or access to such Licensor Improvement to permit the practice of any such
Licensor Improvements. All rights, title and interest in and to any enhancements, modifications, Improvements, updates or derivative works, made by or on behalf of Licensor to the Technology, the Process or the Intellectual Property Rights shall be and remain the sole and exclusive property of Licensor but shall be included in the License granted to Licensee hereunder. The Licensor agrees to make available any such Improvements or modifications to the Licensee in a timely manner.