Common use of Product Improvements Clause in Contracts

Product Improvements. If, while the Sublicense remains in effect, Sublicensee should develop any Product Improvement, Sublicensee shall notify ECC of such Product Improvement within a reasonable time of, and in no event more than ninety (90) days after, its development and shall provide ECC with access to all information concerning such Product Improvement as ECC shall reasonably request; provided, however, that all such information shall be confidential and shall be subject to all restrictions on disclosure as set forth in this Agreement. Sublicensee shall assign to ECC all rights, title and interest in the Product Improvement for an assignment fee of $1,000.00, and ECC shall grant back to Sublicensee the non-exclusive right to utilize the Product Improvement within the Field of Use and within the Territory as if such Product Improvement were originally within the scope of the Sublicense. There shall be no royalty charged to Sublicensee for the right to utilize the Product Improvement. For a period of (i) one year from the date of commercialization of such Product Improvement, or (ii) two years from the date of the development of such Product Improvement, whichever is shorter, ECC shall not grant any right to utilize the Product Improvement within the Field of Use to any third party within the Territory. The failure of Sublicensee to disclose any such Product Improvement to ECC within the time period set forth above shall constitute a material breach of this Agreement.

Product Improvements. If, while the Sublicense remains in effect, Sublicensee should develop any Product Improvement, Sublicensee shall notify ECC of such Product Improvement within a reasonable time of, and in no event more than ninety (90) days after, its development and shall provide ECC with access to all information concerning such Product Improvement as ECC shall reasonably request; provided, however, that all such information shall be confidential and shall be subject to all restrictions on disclosure as set forth in this Agreement. Sublicensee shall assign to ECC all rights, title and interest in the Product Improvement for an assignment fee of $1,000.00, and ECC shall grant back to Sublicensee the non-exclusive right to utilize the Product Improvement within the Field of Use and within the Territory as if such Product Improvement were originally within the scope of the SublicenseSublicense for the full term of this Agreement. There shall be no royalty charged to Sublicensee for the right to utilize the Product Improvement. For a period of (i) one year from the date of commercialization of such Product Improvement, or (ii) two years from the date of the development of such Product Improvement, whichever is shorter, ECC shall not grant any right to utilize the Product Improvement within the Field of Use to any third party within the Territory. The failure of Sublicensee to disclose any such Product Improvement to ECC within the time period set forth above shall constitute a material breach of this Agreement. Product Improvements developed by any other ECC sublicensee of the Technology shall be automatically licensed hereunder and promptly disclosed by ECC to Sublicensee, but only after any period of exclusivity provided to such other sublicensee shall have expired.