Common use of Patent Application Clause in Contracts

Patent Application. 2.1 The Parties agree that any inventions which fall under the definitions within the Research Agreement of Joint Arising IP or Jointly Developed Arising IP and which arise pursuant to the Research Agreement shall be owned jointly by those Parties developing the same as tenants in common in equal shares, save that in the case of any share which would otherwise be owned by Oxford, such share shall be owned by Oxford or Isis as appropriate. 2.2 Any invention which any of the Parties shall determine shall be of commercial value shall be recorded in writing and shall be scheduled to this Agreement in the form set out in the Annex. 2.3 The Parties agree that CDT will, in consultation with Isis, Oxford and St ▇▇▇▇▇▇▇, apply for the Patents in the joint names of the owners of the relevant Inventions, and shall prosecute and maintain the Patents seeking the broadest monopoly which is reasonable and consistent with validity. 2.4 CDT shall diligently pursue the grant of Patents in respect of each of the Inventions and Isis, Oxford and St ▇▇▇▇▇▇▇, at the reasonable request of CDT, agree to execute all such documents and do all such acts and things as may be necessary for the purpose of clause 2.3. 2.5 All fees and expenses relating to the filing and prosecution of the Patents shall be borne by CDT and CDT shall reimburse all disbursements paid by Isis, Oxford and St ▇▇▇▇▇▇▇ in discharging their obligations under clause 2.4. 2.6 If, at any time, any of Isis, Oxford, St ▇▇▇▇▇▇▇ or CDT indicates to the others by notice in writing that it no longer desires to apply for, pursue or maintain any of the Patent(s) and within one month of such notice one or more of the other parties notifies such party of its/their willingness to take over the rights of such party in the relevant Patent(s) (or Inventions relating thereto), the first mentioned party shall assign to the other(s) the relevant Patent(s) (or Inventions relating thereto) without any payment by such party. The first mentioned party shall, at the expiration of one month from the date of its notice: 2.6.1 cease to be liable to bear the fees and expenses referred to in clause 2.5 (if any) relating to the relevant Patent (or Invention relating thereto); 2.6.2 cease to be eligible to receive any proportion of Gross Sales or Gross Receipts in accordance with clause 5 relating to the relevant Patent (or Invention relating thereto); and 2.6.3 cease to have any control over the exploitation of the relevant Patent (or Invention thereto) either within or outwith the Field.