Common use of Ownership of Joint Collaboration Technology Clause in Contracts

Ownership of Joint Collaboration Technology. The Parties will jointly own all Blueprint/CStone Combination Technology and all other Joint Collaboration Technology[***] (subject to the terms of this Agreement, including the licenses granted under Article 2 (Licenses)). Each Party will and hereby does assign to the other Party a joint interest in and to all Blueprint/CStone Combination Technology, and the other Party hereby accepts such assignment. Each Party will take (and cause its Affiliates and Sublicensees, and their respective employees, agents, and contractors to take) such further actions reasonably requested by the other Party to evidence such assignment and to assist the Parties in obtaining jointly-owned patent and other intellectual property rights protection for Inventions within the Blueprint/CStone Combination Know-How including executing further assignments, consents, releases, and other commercially reasonable documentation and providing good faith testimony by affidavit, declaration, in-person, or other proper means in support of any effort by the Parties to establish, perfect, defend, or enforce their rights in any Blueprint/CStone Combination Technology through prosecution of governmental filings, regulatory proceedings, litigation, and other means, including through the filing, prosecution, maintenance, and enforcement of the Blueprint/CStone Combination Technology. Each Party will obligate its Affiliates, Sublicensees, and Third Party contractors (including all Subcontractors) to assign all Blueprint/CStone Combination Technology to such Party so that each Party can comply with its obligations under this Section 14.1 (Inventions), and each Party will promptly obtain such assignment. Without limitation, each Party will cooperate with the other Party if the Parties determine to apply for U.S. or foreign patent protection for such Blueprint/CStone Combination Technology and will obtain the cooperation of the individual inventors of any such Blueprint/CStone Combination Technology. If either Party is unable to assign a joint interest in any Blueprint/CStone Combination Technology, then such Party hereby grants and agrees to grant to the other Party a royalty-free, fully paid-up, non-exclusive (subject to the terms of this Agreement, including the licenses granted to CStone pursuant to Section 2.1 (License Grants to CStone)), perpetual, irrevocable license (with the right to grant sublicenses through multiple tiers) under such Blueprint/CStone Combination Technology for any and all purposes.

Ownership of Joint Collaboration Technology. The Parties will jointly own all Blueprint/CStone Zai Combination Technology and all other Joint Collaboration Technology, [****] (subject to the terms of this Agreement, including the licenses granted under Article 2 (Licenses) and the rights retained under such licenses pursuant to Section 2.4 (Retained Rights)). Each For Blueprint/Zai Combination Technology solely invented by one Party, the inventing Party will and hereby does assign to the other Party a joint interest in and to all Blueprint/CStone Zai Combination Technology, and the other Party hereby accepts such assignment. Each Party will take (and cause its Affiliates and Sublicensees, and their respective employees, agents, and contractors to take) such further actions reasonably requested by the other Party to evidence such assignment and to assist the Parties in obtaining jointly-owned patent Patent Rights and other intellectual property rights protection for Inventions within the Blueprint/CStone Zai Combination Know-How including executing further assignments, consents, releases, and other commercially reasonable documentation and providing good faith testimony by affidavit, declaration, in-person, or other proper means in support of any effort by the Parties to establish, perfect, defend, or enforce their rights in any Blueprint/CStone Zai Combination Technology through prosecution of governmental filings, regulatory proceedings, litigation, and other means, including through the filing, prosecution, maintenance, and enforcement of the Blueprint/CStone Zai Combination Technology. Each Party will obligate its Affiliates, Sublicensees, and Third Party contractors (including all Subcontractors) to assign all Blueprint/CStone Zai Combination Technology to such Party so that each Party can comply with its obligations under this Section 14.1 (Inventions), and each Party will promptly obtain such assignment. Without limitation, each Party will cooperate with the other Party if the Parties determine to apply for U.S. or foreign patent protection for such Blueprint/CStone Zai Combination Technology in accordance with this Agreement and will obtain the cooperation of the individual inventors of any such Blueprint/CStone Zai Combination Technology. If either a solely inventing Party is unable to assign a joint interest in any Blueprint/CStone Zai Combination Technology, then such Party hereby grants and agrees to grant to the other Party a royalty-free, fully paid-up, non-exclusive (subject to the terms of this Agreement, including the licenses granted to CStone Zai pursuant to Section 2.1 (License Grants to CStoneZai)), perpetual, irrevocable license (with the right to grant sublicenses through multiple tiers) under such Blueprint/CStone Zai Combination Technology for any and all purposes.