Common use of Ownership and Inventorship Clause in Contracts

Ownership and Inventorship. (a) New BIND Core IP. As between the Parties, BIND will solely own all right, title and interest in and to any Program IP that constitutes improvements, modifications or enhancements to (i) BIND Background Technology, (ii) Accurins™ (including compositions of matter, methods of use and methods of manufacturing (including such claims that specifically claim a Product Candidate, a “Product Candidate Claim”) (for clarity Product Candidate Claims include Product Specific Patents (as defined below)) and (iii) Product Specific Patents, and all right, title and interest thereto will automatically vest solely in BIND (collectively referred to herein as “BIND Core IP”). Amgen, for itself and on behalf of its Affiliates and subcontractors, and employees, subcontractors, consultants and agents of any of the foregoing, hereby assigns (and to the extent such assignment can only be made in the future hereby agrees to assign), to BIND all right, title and interest in and to such BIND Core IP (unless already owned by BIND). Amgen will cooperate, and will cause the foregoing persons and entities to cooperate, with BIND to effectuate and perfect the foregoing ownership, including by promptly executing and recording assignments and other documents consistent with such ownership.