Common use of Project Results Clause in Contracts

Project Results. With regard to any other technology and inventions (other than those that are solely specific to the VBI LPV Technology, SVT's Materials or a Project Candidate Vaccine), all rights, title and interest in and to any technology or invention, whether or not patentable, and any patent applications and patents based thereon, made or conceived during the term of this Agreement (i) by employees or others acting solely on behalf of VBI or its Affiliates shall be owned solely by VBI or its Affiliates; (ii) by employees or others acting solely on behalf of SVT or its Affiliates shall be owned solely by SVT or its Affiliates; (iii) by employees, or other acting on behalf, of both VBI and SVT shall be jointly owned (“Joint Invention(s)”). With respect to Joint Invention(s), the parties agree to the following: ● SVT will be in charge of filing maintaining and prosecuting the patent applications related in the name of both parties (costs to be shared by both parties in a 50/50 basis); ● SVT will notify VBI of each country where it intends to file a patent application one(1) month in advance of the filing deadline; if VBI is not interested in having a patent filed in that country, it will promptly inform SVT of that decision, and SVT will then be free to file such patent in that country at its own costs; ● If VBI would like to file in some additional countries, then it will promptly notify SVT, and VBI will then be free to file in such additional countries at its own costs; ● If SVT intends to abandon its rights in a country, it will have then to notify VBI one (1) month in advance, and VBI will then be free to further go on with the prosecution or maintenance at its own costs. Without any answer from VBI within one (1) month of notification, SVT will be free to abandon the patent or patent application. Maintenance and defense of patent rights claiming Joint Inventions will be handled in the License Agreement. Should SVT not exercise its Option, then the Parties agree to enter into a co-ownership agreement. However the Parties already agree and acknowledge that should SVT not exercise its Option, save for the Project Candidate Vaccine, each Party will be entitled to practice and sublicense joint know-how and Joint Inventions without restriction or consent of the other or an obligation to account to the other Party.