3Assignment; Cooperation Clause Samples

3Assignment; Cooperation. Each Party shall cause all of directors, officers, employees, contractors, agents and any others who perform activities for such Party under this Agreement to be under an obligation to assign to such Party their rights in and to any Collaboration Know-How and all intellectual property rights therein, except where Applicable Law requires otherwise. Without limiting the foregoing, (a) Seagen shall ensure that its Sublicensees under this Agreement are at all times bound by an obligation to assign to Seagen all of their rights in and to any [***] (including all intellectual property rights therein) generated, developed, conceived or reduced to practice during the performance of any activities for or on behalf of Seagen in connection with the Development or Commercialization of the Licensed Compounds or Licensed Products, and (b) Lava shall ensure that any [***] employee or agent seconded to Lava and performing activities for or on behalf of Lava under the Research Plan or otherwise in connection with this Agreement shall, prior to performing any such activities, be under an obligation to assign to Lava all of their rights in and to any Collaboration Know-How (including all intellectual property rights therein) generated, developed, conceived or reduced to practice during the conduct of such activities. Each Party shall provide the other Party all reasonable assistance and cooperation in the Prosecution and Maintenance of Patent Rights pursuant to this Article 10 and to effect ownership of Collaboration Know-How under Section 10.1.1, including providing any necessary powers of attorney, oaths, declarations, assignments, and executing any other required documents or instruments. Seagen shall promptly disclose to Lava in writing any [***] generated, developed, conceived or reduced to practice solely by or on behalf of Seagen, its Affiliates or Sublicensees.
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3Assignment; Cooperation. Participant hereby assigns to the Company all of Participant’s right, title and interest in and to all Inventions. During Participant’s employment with the Company and at all times thereafter, upon the request of an authorized officer of the Company, Participant shall do any reasonable act and thing to assist the Company in any way to vest in the Company all of Participant’s right, title and interest in and to all Inventions and to obtain, defend and enforce the Company’s rights in all Inventions including, without limitation, agreeing to testify in any suit or other proceeding involving any Invention or document, to review, return or sign all documents that the Company reasonably determines to be necessary or proper, and to apply for, obtain or enforce any patents or copyrights relating to any Invention. The Company shall compensate Participant at a reasonable rate for time actually spent assisting the Company with any of the foregoing after the last day of Participant’s employment with the Company.
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Related to 3Assignment; Cooperation

  • Information/Cooperation Executive shall, upon reasonable notice, furnish such information and assistance to the Bank as may be reasonably required by the Bank, in connection with any litigation in which it or any of its subsidiaries or affiliates is, or may become, a party; provided, however, that Executive shall not be required to provide information or assistance with respect to any litigation between Executive and the Bank or any other subsidiaries or affiliates.

  • Scope of Cooperation 1. The Authorities recognise the importance of close communication concerning the Covered CCPs and intend to cooperate regarding: a) general issues, including with respect to regulatory, supervisory, enforcement or other developments concerning the Covered CCPs and Australia; b) issues relevant to the operations, activities and services of the Covered CCPs; c) the coordination of supervisory activities and, where appropriate and consistent with applicable laws and each Authority’s mandate, providing assistance in the implementation of enforcement decisions; d) any other areas of mutual interest. 2. The Authorities recognise in particular the importance of close cooperation in the event that a Covered CCP, particularly one whose failure likely would be systemically important to an Authority, experiences, or is threatened by, a potential financial crisis or other Emergency Situation. One or both of the Local Authorities should provide notification to ESMA, and ESMA should provide notification to the Local Authorities, consistent with Article 3(4) below and each Authority should keep the other Authorities appropriately informed throughout the Emergency Situation. The Local Authorities should coordinate and lead in an Emergency Situation and should consult with and take account of the views of ESMA to the greatest extent practicable. ESMA should coordinate with the relevant CBI(s) regarding an Emergency Situation of a Covered CCP and any emergency measures that the CBI may consider appropriate. 3. Cooperation will be most useful in circumstances where issues of regulatory, supervisory or enforcement concern may arise, including but not limited to: a) the initial application of a Covered CCP for recognition in the European Union pursuant to Article 25 of EMIR and the periodic reviews of its recognition pursuant to Article 25(5) of EMIR; b) ESMA’s assessment of compliance and monitoring of the ongoing compliance by a Covered CCP with the Recognition Conditions; c) the tiering determination of a Covered CCP by ESMA pursuant to Article 25(2a) of EMIR; d) changes in a Covered CCP's internal rules, policies and procedures that could affect the way in which the Covered CCP complies with any Recognition Conditions; e) regulatory, supervisory or enforcement actions or approvals taken by a Local Authority or ESMA in relation to a Covered CCP, including changes to the relevant obligations and requirements to which the Covered CCPs are subject that may impact the Covered CCPs' continued compliance with the Recognition Conditions; and f) changes to regulatory status or requirements that could result in a change in the regulatory status of, relief granted to, or supervisory treatment of a Covered CCP and potentially could disrupt cross-border clearing arrangements.

  • Industrial cooperation 1. The Parties agree that industrial cooperation shall promote the modernisation and restructuring of Andean industry and individual sectors, as well as industrial cooperation between economic operators, with the objective of strengthening the private sector under conditions that ensure that the environment is protected. 2. Industrial cooperation initiatives shall reflect the priorities determined by both Parties. They shall take into account the regional aspects of industrial development, promoting trans-national partnerships where relevant. Initiatives shall seek in particular to establish a suitable framework for improving management know-how and promoting transparency as regards markets and conditions for business undertakings.

  • Technical Cooperation In order to facilitate the implementation of this Agreement, developed country Members shall provide, on request and on mutually agreed terms and conditions, technical and financial cooperation in favour of developing and least-developed country Members. Such cooperation shall include assistance in the preparation of laws and regulations on the protection and enforcement of intellectual property rights as well as on the prevention of their abuse, and shall include support regarding the establishment or reinforcement of domestic offices and agencies relevant to these matters, including the training of personnel.

  • Audit Cooperation In the event either Party is audited by a taxing authority, the other Party agrees to cooperate fully with the Party being audited in order to respond to any audit inquiries in a proper and timely manner so that the audit and/or any resulting controversy may be resolved expeditiously.