Common use of Patents and Other Intellectual Property Clause in Contracts

Patents and Other Intellectual Property. A. All patents, copyrights, and all other intellectual property rights in the Licensed Properties which may be obtainable will remain the property of the Company. B. The Company shall retain all ownership rights in and to the Licensed Properties, Tripod Enhancements and Tripod Derivative Works. Licensee assigns any interest it may be deemed to possess in any Licensed Properties, Tripod Enhancements and the Tripod Derivative Works to the Company and will assist the Company in every reasonable way, at the Company's expense, to obtain, secure, perfect, maintain, defend and enforce for the Company's benefit all intellectual property rights with respect to such properties. C. The respective ownership interests of the Company and Licensee in any Joint Enhancements shall be as agreed upon by the parties at the time such Joint Enhancements are created or contributed; provided, however, that, if the parties cannot reach agreement as to the ownership of any Joint Enhancement, then such Joint Enhancement shall be deemed to be jointly owned by the Company and Licensee and any subsequent use of such Joint Enhancement by either party shall require the prior approval of the other party, which approval shall not be unreasonably withheld or delayed. D. Title to all developments, enhancements and improvements which are not Joint Enhancements, Tripod Derivative Works or Tripod Enhancements, which either originate with or are paid for by Licensee (other than payments to the Company, its Affiliates or their agents), shall be the property of Licensee. Subject to Section 7.6(h) of the Basic Agreement, Licensee hereby grants the Company a non-exclusive, worldwide (except for the Territory) license, with the right to sublicense, to use all such developments, enhancements and improvements in the Licensed Properties, subject to payment of a reasonable fee and royalty for such usage in an amount as shall be reasonably determined by the Parties.

Patents and Other Intellectual Property. A. All patents, copyrights, and all other intellectual property rights in the Licensed Properties Products which may be obtainable will remain the property of the CompanyLicensor. B. The Company Licensor shall retain all ownership rights in and to the Licensed PropertiesProducts, Tripod Licensor Enhancements and Tripod Licensor Derivative Works. Licensee assigns any interest it may be deemed to possess in any Licensed PropertiesProducts, Tripod Licensor Enhancements and the Tripod Licensor Derivative Works to the Company Licensor and will assist the Company Licensor in every reasonable way, at the CompanyLicensor's expense, to obtain, secure, perfect, maintain, defend and enforce enforce, for the CompanyLicensor's benefit benefit, all intellectual property rights with respect to such properties. C. The respective ownership interests of the Company Licensor and Licensee in any Joint Enhancements shall be as agreed upon by the parties at the time such Joint Enhancements are created or contributed; provided, however, that, if the parties cannot reach agreement as to the ownership of any Joint Enhancement, then such Joint Enhancement shall be deemed to be jointly owned by the Company Licensor and Licensee and any subsequent use of such Joint Enhancement by either party Party shall require the prior approval of the other partyParty, which approval shall not be unreasonably withheld or delayed. D. Title to all developments, enhancements and improvements which are not Joint Enhancements, Tripod Licensor Derivative Works or Tripod Licensor Enhancements, which either originate with or are paid for by Licensee (other than payments to the CompanyLicensor, its Affiliates or their agents), shall be the property of Licensee. Subject to Section 7.6(h) of the Basic Agreement, Licensee hereby grants the Company Licensor a non-exclusive, royalty free worldwide (except for the Territory) license, with the right to sublicense, to use all such developments, enhancements and improvements in the Licensor Services and related Licensed Properties, subject to payment of a reasonable fee and royalty for such usage in an amount as shall be reasonably determined by the PartiesProducts.