Common use of OpNext Owned Clause in Contracts

OpNext Owned. (1) If OpNext desires and Hitachi agrees in its reasonable discretion, OpNext may purchase the Intellectual Property resulting from an R&D Project that is either owned by Hitachi under Section 4(c)(i) or jointly owned by the parties under Section 4(c)(ii), but excluding other Hitachi R&D IP and Licensed IP, by reimbursing Hitachi for any New Development Costs incurred by Hitachi in such R&D Project and paying a M▇▇▇-Up to Hitachi in accordance with the formula set forth in Exhibit A hereto. (2) If OpNext desires and Hitachi agrees in its reasonable discretion, OpNext may purchase the Intellectual Property resulting from an R&D Project that is either owned by Hitachi under Section 4(c)(i) or jointly owned by the parties under Section 4(c)(ii), including the other Hitachi R&D IP and Licensed IP on which such Intellectual Property is based or derived, by paying a M▇▇▇-Up Fee. For the purposes of determining such M▇▇▇-Up Fee, the parties shall consider the extent of Hitachi’s New Development Costs, Hitachi’s Old Development Costs and the fair market value of such technology (other than Licensed IP).