Ownership of Collaboration IP Clause Samples
The 'Ownership of Collaboration IP' clause defines who holds the rights to intellectual property created jointly by parties during a collaborative project. Typically, this clause specifies whether the IP will be jointly owned, assigned to one party, or subject to a separate agreement, and may outline procedures for registration, use, or commercialization of the resulting IP. Its core function is to prevent disputes by clearly allocating ownership and usage rights for any new inventions, works, or developments arising from the collaboration.
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Ownership of Collaboration IP. MacroGenics shall own all data, results and inventions, whether patentable or not, conceived or reduced to practice in the course of conducting the Collaboration solely by MacroGenics, its Affiliates or its or its Affiliates’ respective consultants or subcontractors, together with all intellectual property rights therein. I-MAB shall own all data (other than Clinical Data, the ownership of which is addressed in Section 3.7), results and inventions, whether patentable or not, conceived or reduced to practice in the course of conducting the Collaboration solely by I-MAB or its Affiliates or its or its Affiliates’ respective consultants or subcontractors, together with all intellectual property rights therein. MacroGenics and I-MAB shall jointly own all data (other than Clinical Data, the ownership of which is addressed in Section 3.7), results and inventions, whether patentable or not, conceived or reduced to practice jointly by MacroGenics (or its Affiliates or its or its Affiliates’ respective consultants or subcontractors) on one hand and I-MAB (or its Affiliates or its or its Affiliates’ respective consultants or subcontractors) on the other hand (“Jointly Owned IP”), together with all intellectual property rights therein, with each Party owning an undivided half interest and the right to exploit without the duty of accounting or seeking consent from the other Party to the extent to be permitted under Applicable Laws and Regulations.
Ownership of Collaboration IP. Any and all Inventions, together with all Know-How, Patents and other intellectual property rights arising therefrom, that modify, enhance, or otherwise improve the Allogene Platform thereof (the “Platform Inventions”) shall be solely owned by Allogene, whether they are created, conceived or generated by or on behalf solely of one Party or jointly of both Parties. Ownership of all remaining Inventions (other than Platform Inventions) and all Know-How, Patents and other intellectual property rights arising therefrom, created, conceived or generated by or on behalf of a Party (whether solely, jointly with the other Party, or jointly with a Third Party) in the performance of any activities under this Agreement shall be determined by inventorship, i.e.
(i) all remaining Inventions (other than the Platform Inventions), together with all Know-How, Patents and other intellectual property rights arising therefrom, that is created, conceived or generated solely by or on behalf of Allogene shall be owned by Allogene solely (the “Allogene Inventions”), (ii) all remaining Inventions (other than the Platform Inventions), together with all Know-How, Patents and other intellectual property rights arising therefrom, that is created, conceived or generated solely by or on behalf of Licensee shall be owned by Licensee solely (the “Licensee Inventions”) and (iii) all remaining Inventions (other than the Platform Inventions), together with all Know-How, Patents and other intellectual property rights arising therefrom, that is created, conceived or generated by or on behalf of Allogene and Licensee jointly shall be owned by Allogene and Licensee jointly (the “Joint Inventions”).
Ownership of Collaboration IP. Subject to the rights and licenses granted in Sections 5.1 and 5.2, as between the Parties:
(a) AbbVie shall solely and exclusively own all right, title, and interest in and to any and all AbbVie Collaboration IP and Caribou shall assign and hereby assigns, and shall cause its Affiliates to assign, to AbbVie all of its right, title, and interest in and to all any and all AbbVie Collaboration IP [***];
(b) Subject to Caribou’s compliance with Section 5.6.4(b), (i) Caribou shall solely and exclusively own all right, title and interest in and to any and all Caribou Collaboration IP and (ii) AbbVie shall assign and hereby assigns, and shall cause its Affiliates to assign, to Caribou all of its right, title, and interest in and to all any and all Caribou Collaboration IP; and
(c) no Collaboration IP shall be jointly owned by the Parties.
Ownership of Collaboration IP. (a) All Collaboration IP which is made, developed or conceived jointly by employees, consultants or agents of both Parties or their respective Affiliates, subcontractors or sublicensees will be jointly owned by both Parties and if any part of such Collaboration IP is patentable, both Parties, through the Alliance Managers, shall select by mutual agreement in writing the Party which will file and prosecute the relevant Patents, in its own name and at its own cost (“the Filing Party”) and the other Party (“the Non-Filing Party”) will assign to the Filing Party all its rights, title and interest in and to the Collaboration IP and will agree to provide the Filing Party with all consents and assistance as may be reasonably requested by the Filing Party to perfect its rights in the relevant Patents in return for the Filing Party granting the other Party a license according to section 4. (b) All Collaboration IP which is made, developed or conceived solely by employees, consultants or agents of either Party or its Affiliates, subcontractors or sublicensees shall be solely owned by such Party (“DNDi Collaboration IPR” or “BDSI Collaboration IPR”), and if any part is patentable, such Party shall be solely entitled to file and prosecute any relevant Patent, in its own name and at its own cost, provided that the non-Filing Party will be automatically granted a license to such Collaboration IP according to section 4.
Ownership of Collaboration IP. Ownership of Collaboration IP arising from work carried out under the Development Collaboration Agreement shall be determined in accordance with the terms of the Development Collaboration Agreement.
Ownership of Collaboration IP. Subject to Section 7.4(a), Collaboration IP shall be owned as set forth in the remainder of this Section 10.1. Inventorship will be determined in accordance with U.S. Applicable Laws as to inventorship.
Ownership of Collaboration IP. 4.1 Collaboration IP. [***]
4.2 Assignment; Further Action. [***]
4.3 Patent Prosecution. [***]
4.4 Records of Collaboration IP. [***]
Ownership of Collaboration IP. (a) Subject to the licenses and rights granted to Roche under this Agreement, Alnylam shall own the entire right, title and interest in and to Alnylam Collaboration IP. Subject to the licenses and rights granted to Alnylam under this Agreement, Roche shall own the entire right, title and interest in and to Roche Collaboration IP.
(b) The Parties shall jointly own any Joint Collaboration IP. Subject to (a) the rights granted to each Party under this Agreement, including the licenses granted to a Party under Section 3.1(c) or Section 3.2(c) and patent prosecution, maintenance and enforcement rights and obligations of each Party hereunder, (b) the restrictions on licensing set forth in Sections 3.1(d) and 3.2(d), (c) the exclusivity obligations of the Parties set forth in Section 3.7, and (d) the payment obligations set forth in Section 4.8 and Article VII, each Party shall have the right to use, sell, keep, license, sublicense or assign its interest in Joint Collaboration IP (except for Product Specific Know-How or Product Specific Patent Rights) and otherwise undertake all activities a sole owner might undertake with respect to such Joint Collaboration IP (except for Product Specific Know-How or Product Specific Patent Rights) without the consent of and without accounting to the other Party.
Ownership of Collaboration IP. (a) All Collaboration IP made or conceived solely by Alder or its Affiliates or its or their respective employees, consultants or agents (“Alder Collaboration IP”) shall be owned solely by Alder. Except as explicitly set out under Clause 24(5)(b), all Collaboration IP made, conceived or reduced to practice solely by Sandoz or its Affiliates or its or their respective employees, consultants or agents (“Sandoz Collaboration IP”) shall be owned solely by Sandoz. Except as explicitly set out under Clause 24(5)(b), all Collaboration IP made or conceived jointly by both Parties, or jointly by employees, consultants or agents [***] = Certain confidential information contained in this document, marked by brackets, is filed with the Securities and Exchange Commission pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended. of both Parties (“Joint Collaboration IP”) shall be owned jointly by both Parties. The Parties agree that, for purposes of this Article 29, neither Party shall be considered an “employee, consultant or agent” of the other Party.
(b) All Alder Technology Improvements, and all Outside IP, shall be solely owned by Alder. In accordance with any applicable country laws or regulations relating to discoveries or inventions that are Alder Technology Improvements or Outside IP, Sandoz shall require its Affiliates and its and their respective employees, consultants and agents to promptly report any such discoveries or inventions, whether patentable or not, made using any of the foregoing. Sandoz shall promptly transfer this information to Alder, and Sandoz shall timely notify its Affiliates and its and their respective employees, consultants and agents (within the time required under the applicable country laws or regulations) with respect to any such discoveries or inventions that Sandoz intends to exercise its ownership right to these discoveries or inventions. If Sandoz allows its rights to these discoveries or inventions to lapse, Alder and Sandoz will come to an agreement as to an appropriate remedy. Sandoz shall and hereby does assign to Alder any and all right, title and interest in and to all Alder Technology Improvements, and all Outside IP, including (i) any Alder Technology Improvement which is part of any Sandoz Collaboration IP, and (ii) any Alder Technology Improvement which is part of any Joint Collaboration IP. As compensation for each Alder Technology Improvement and Outside IP (i) which has been assigned to Alder as desc...
Ownership of Collaboration IP.
(a) BicycleTx shall own all right, title and interest in and to any Collaboration IP, other than [***]; and
(b) Novartis shall own all right, title and interest in and to any [***].