Future Hitachi IP Sample Clauses

Future Hitachi IP. “Future Hitachi IP” shall mean patents that may be issued to Hitachi and patent applications (including all extensions, reexaminations, reissues, continuations and renewals related thereto) that may be filed by Hitachi after the Closing Date but prior to the tenth (10th) anniversary of the Closing Date that are reasonably relevant to the Business as conducted on the Closing Date and as modified or expanded in the future to the extent that any such modification or expansion relates to modifications to, extensions of or new versions of product lines existing or planned as of the Closing Date. The parties agree to cooperate and consult with each other to develop procedures by which Opto-Device will keep Hitachi informed of any modifications or expansions to the Business in order for Hitachi to identify Future Hitachi IP and notify Opto-Device accordingly. If requested by Opto-Device, any of such Future Hitachi IP will be licensed to Opto-Device under the terms and conditions set forth in Section 3(b)(i). Any such license pursuant to this Section 3(f) shall be subject to the termination provisions in Section 3(b)(ii), the sublicensing terms in Section 3(c), the renegotiation terms in Section 3(d) and the maintenance terms in Section 3(e). Notwithstanding Section 3(c), Opto-Device will have the right to freely sublicense Future Hitachi IP to its Subsidiaries, OpNext and OpNext’s Subsidiaries even if such Future Hitachi IP is developed or filed after the Closing Date. In the event that the parties disagree as to whether any particular Intellectual Property developed by Hitachi after the Closing constitutes Future Hitachi IP, the parties shall first attempt to resolve the dispute through good faith and reasonable negotiations in accordance with Section 12 hereof. In the event that the dispute cannot be resolved through such negotiations, a party shall refer the dispute to arbitration pursuant to the arbitration procedures set forth in Exhibit B hereto. In the event that either party submits the dispute to arbitration, both parties shall cooperate in such binding arbitration in accordance with Exhibit B.