Common use of Joint Inventions Clause in Contracts

Joint Inventions. (a) The parties shall keep each other fully and promptly informed as to such Joint Inventions. Savient will have the first right of election to file priority patent applications Covering Joint Inventions in any country in the world except for the Territory and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the world. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunder; and if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.

Joint Inventions. All Inventions and other Know-How made under this Agreement jointly by employees or agents of Senomyx and employees or agents of Ajinomoto (athe “Joint Inventions”) The parties shall keep each other fully and promptly informed as all claims within Patent Rights claiming such Joint Inventions will be owned jointly by Ajinomoto and Senomyx. Ajinomoto hereby irrevocably assigns to Senomyx all interest in and to any Joint Inventions made in the course of the Collaborative Program during the Collaborative Period that consist of Senomyx Improvements, including, without limitation, Senomyx [***] Compounds, Senomyx [***] Compounds and Selected Senomyx [***] Compounds, thereof, and all claims within Patent Rights claiming such Joint Inventions, subject to the licenses granted to Ajinomoto pursuant to Section 8. Savient will have In the first event that Ajinomoto is legally unable to assign such rights to Senomyx, then Ajinomoto agrees either to waive the enforcement of such rights against Senomyx and any sublicensees and assignees, or to grant Senomyx an Exclusive, irrevocable, perpetual, worldwide, fully paid-up license, with right to sublicense through multiple tiers of election sublicense, to file priority patent applications Covering such rights, subject to any license granted to Ajinomoto pursuant to Section 8. Senomyx hereby irrevocably assigns to Ajinomoto all interest in and to any Joint Inventions in any country made in the world except for course of Collaborative Program during the Territory Collaborative Period that consist of Ajinomoto Improvements, and if Savient declines all claims within Patent Rights claiming such Joint Inventions, subject to file such applications then Cytogen may do so. Cytogen will have the first right of election any licenses granted to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions Senomyx pursuant to this Section 10.2 undertakes 8. In the event that Senomyx is legally unable to perform assign such rights to Ajinomoto, then Senomyx agrees either to waive the corresponding convention filings from case enforcement of such rights against Ajinomoto and any sublicensees and assignees, or to casegrant Ajinomoto an Exclusive, after having discussed the countries for foreign filings irrevocable, perpetual, worldwide, fully paid-up license, with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions right to sublicense through multiple tiers of sublicense, to such rights, subject to any license granted to Senomyx pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the world8. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunder; and if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.

Joint Inventions. (a) The parties Any inventions made jointly by CIL and ALTEON that are within the Field shall keep each other fully be jointly owned, but shall be subject to the exclusive license granted hereunder to CIL and promptly informed as subject to such Joint Inventions. Savient will have all of the first right terms of election to file priority patent applications Covering Joint Inventions in any country in the world except for the Territory and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do soCIL's license hereunder. (b) The ALTEON will have the right of first refusal to acquire an exclusive license for any inventions made jointly by the Parties relating to therapeutic aspects of the Licensed Technology in accordance with the following terms: (1) CIL shall give written notice to ALTEON of its interest in entering into a licensing arrangement for any such joint invention, together with sufficient information regarding such joint invention which is reasonably necessary for ALTEON to make an informed decision regarding such arrangement, including, without limitation, the commercial terms upon which CIL is interested in offering an exclusive license for such joint invention. ALTEON shall have ninety (90) days after receipt of such notice and information to decide whether or not it wishes to accept such offer. (2) In the event that ALTEON declines to accept such offer with respect to such joint invention or does not reply to CIL's notice within the ninety (90) day period, and if CIL identifies a third party performing the priority patent filings willing to enter into a licensing arrangement for such joint invention on terms no less advantageous to CIL than those offered to ALTEON for such joint invention, ALTEON will, together with CIL, grant an exclusive license of such joint invention to such third party. ALTEON shall collect all royalties from such third party and shall pay fifty percent (the "FILING PARTY"50%) for Joint Inventions pursuant of such royalties and other payments received by ALTEON from such third party to CIL within thirty (30) days after receipt of such payments. (3) In no event may CIL conclude any transaction with any third party on terms less advantageous to CIL than those offered to ALTEON without first offering said less advantageous terms to ALTEON in compliance with this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the world5.6(b). (c) Should Any other joint inventions outside the Filing Party decide that it is no longer interested Field which do not relate to therapeutic aspects of the Licensed Technology will be jointly owned, and CIL and ALTEON will negotiate in maintaining or prosecuting good faith to determine how best to recognize the value of each party's contribution to the joint invention, taking into account (i) the relative efforts by CIL and ALTEON in developing such joint invention; (ii) whether products developed from such joint invention are covered by a Joint Patent, it shall promptly advise valid claim of a patent; (iii) the other party thereof. On the written request potential sales volume and profitability of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunderproducts; and if any (iv) the projected expenses of marketing such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunderproducts.

Joint Inventions. however, subject to Section 10.2, Organon will have the rights and responsibilities of the Inventor as described in this Section 10 with respect to the preparation, filing, prosecution and maintenance of patent applications in the name of both owners for any such patentable, *** and Ligand shall have the rights and responsibilities of *** therein. Organon shall have the right but not the obligation to pay all expenses in connection with the preparation, filing and prosecution of patent applications that claim patentable, ***. Organon shall from time to time notify Ligand of the amount of such expenses, and Ligand shall promptly thereafter pay Organon ***percent (***%) of its out-of-pocket expenses. As used in the preceding sentence "out-of-pocket expenses" means direct costs, excluding internal labor costs. Ligand may elect in writing to disclaim all interest in any jointly invented Invention, in which case (a) The parties shall keep each other fully such Invention will be solely owned by Organon, and promptly informed as Ligand will cooperate to such Joint Inventions. Savient will have the first right of election to file priority patent applications Covering Joint Inventions in any country in the world except for the Territory and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. assure Organon's sole ownership, (b) The party performing Ligand will have no further interest in such Invention, by ownership, license or otherwise, and (c) Ligand will not be responsible for reimbursing Organon for any expenses incurred by Organon from and after the priority patent filings date that Organon receives Ligand's written disclaimer. Organon may elect in writing to disclaim all interest in any jointly invented Inventions, in which case (the "FILING PARTY"i) for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that such Invention will be solely owned by Ligand and Ligand shall be necessary solely liable for any expenses incurred with respect to such patent filings Invention after Organon's disclaimer, and Organon will cooperate to assist assure Ligand's sole ownership, (ii) Organon will have no further interest in such Invention, by ownership, license or otherwise, and (iii) Organon will, at Ligand's cost and request, continue the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance preparation, filing and prosecution of the relevant patent application(s) for up to four weeks following Organon's delivery of written disclaimer, if failure to so continue would have a material adverse impact on such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the worldapplication(s). (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunder; and if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.

Joint Inventions. If not deemed to be solely owned under applicable United States laws of inventorship, as provided in Section 6.2 above, all other Development Program Technology will be jointly owned by NANOMIX and the Licensees that are party to the applicable Development Plan (a) The parties shall keep each other fully and promptly informed as to unless otherwise agreed in such Joint Inventions. Savient Development Plan); provided, however that NANOMIX will have the first right rights and responsibilities of election the Owner as described in this Article 6 with respect to file priority the preparation, filing, prosecution and maintenance of patent applications Covering in the name of all owners for any such jointly owned Inventions (“Joint Inventions”), and the applicable Licensees shall have the rights and responsibilities of a non-Owner therein except as expressly provided in this Agreement. Each Party shall have the unrestricted right (only in the Territory, as to the Licensees and only in the Excluded Territory, as to NANOMIX) to use, make, have made, sell, license, sublicense (including the right to grant and authorize sublicenses), or otherwise exploit any Joint Inventions in any country in co-owned by such Party without the world except for the Territory consent of and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the world. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned accounting to the other party at mutually agreeable termsParty(ies); provided that, during the Term, such rights are limited to (with respect to Licensees) and subject to (with respect to NANOMIX) Licensees’ exclusive rights under this Agreement within the Field in the Territory. If any such patents or Unless otherwise agreed in the applicable Development Plan, the Licensees shall have the obligation to pay 50% of the out-of-pocket expenses incurred by NANOMIX in connection with the preparation, filing, prosecution and maintenance of patent applications are assigned that claim Joint Inventions except in the circumstance where the Licensees give NANOMIX prior notice disclaiming all rights, title and interest therein, upon which notice such Inventions shall cease to Cytogen, Savient be Joint Inventions and its Affiliates NANOMIX shall be granted a worldwide immunity from suit thereunder; the sole Owner of such Inventions. As used in the preceding sentence “out-of-pocket expenses” means direct costs, excluding internal labor costs and overhead. Certain information in this document (indicated by “[***]”) has been excluded pursuant to Regulation S-K, Item 601(b)(10). Such excluded information is not material and would likely cause competitive harm to the registrant if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunderpublicly disclosed.

Joint Inventions. (a) The parties Title to any inventions or discoveries made jointly by employees or agents of PPTI and FEMCARE and conceived or first reduced to practice under this Agreement ("Joint Inventions") shall belong to PPTI and FEMCARE jointly, i.e., each shall own an undivided one-half interest therein. (b) PPTI and FEMCARE shall keep each other fully and promptly informed as to such Joint Inventions. Savient will have the first right of election to file priority patent applications Covering Joint Inventions in any country in the world except for the Territory and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the world. (c) Should After Joint Inventions are reduced to practice FEMCARE shall have primary responsibility for filing, prosecuting and maintaining any U.S. patent application(s) or patent(s) and foreign counterpart thereof for Joint Inventions, but shall give full consideration to PPTI's recommendations including selection of attorney(s). ------------------------ *** Material is confidential and has been omitted and filed separately with the Filing Party decide that it Securities and Exchange Commission. (d) The expenses for Joint Inventions shall be borne equally by FEMCARE and PPTI, but either may, by giving at least one month's notice to the other, withdraw from further participation in the filing, prosecution and/or maintenance of any such patent application(s) or patent(s)and shall not be liable for any expenses incurred after written notice is no longer interested given. (e) If either party does not elect to file, prosecute or maintain any such patent application (s) or patent(s) in maintaining a country or prosecuting countries or after electing to participate in the filing, prosecution and/or maintenance on such Joint Inventions in a Joint Patentcountry or countries, it shall promptly advise does not pay its share of the other party thereof. On expenses within one hundred twenty (120) days of written notification of expenses being due, the written request of such other party, in its sole discretion, shall have the right to file, prosecute or maintain at its expense on a country-by-country basis each such patent application(s) and patent(s). (f) If FEMCARE pays all of the costs and expenses of filing, prosecuting and maintaining any Joint Patent Invention, until FEMCARE recovers one-half of such costs and expenses, its royalty rate to PPTI in the Territory in which the patent issues shall be assigned reduced from *** to not less than ***. (g) If PPTI pays all of the other party at mutually agreeable terms. If costs and expenses of filing, prosecuting and maintaining any Joint Invention, until PPTI recovers one-half of such patents or patent applications are assigned reasonable costs and expenses, the royalty rate charged to CytogenFEMCARE, Savient and its Affiliates and distributors in the Territory in which the Patent issues shall be granted a worldwide immunity increase from suit thereunder; and if any such patents or patent applications are assigned *** to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereundernot more than ***.

Joint Inventions. All Inventions conceived jointly by one or more employees or agents of SENOMYX or of any of its Affiliates and one or more employees or agents of PEPSICO or of any of its Affiliates (athe “Joint Inventions”) The parties shall keep each other fully and promptly informed all Joint Patent Rights will be owned jointly by PEPSICO and SENOMYX, except as provided below. PEPSICO and its Affiliates hereby irrevocably assign to SENOMYX all interest in and to any Joint Inventions that consist solely of [***] and all Joint Patent Rights claiming such Joint Inventions. Savient will have In the first right of election event that PEPSICO or its Affiliate is legally unable to file priority patent applications Covering Joint Inventions in any country in the world except for the Territory and if Savient declines assign such rights to file such applications SENOMYX, then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the world. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient PEPSICO and its Affiliates shall be granted a worldwide immunity from suit thereunder; agree either to waive the enforcement of such rights against SENOMYX and if any sublicensees and assignees, or to grant SENOMYX an exclusive, irrevocable, perpetual, worldwide, fully-paid license, with right to sublicense through multiple tiers of sublicense, to such patents or patent applications are rights. For the avoidance of doubt, Inventions assigned to SavientSENOMYX under this Section 10.4, Cytogen will no longer be considered Joint Inventions/Joint Patent Rights and its Affiliates shall will thereafter be granted a worldwide immunity from suit thereunderconsidered SENOMYX Technology and will be deemed SENOMYX Confidential Information. SENOMYX hereby irrevocably assigns to PEPSICO all interest in and to any Joint Inventions that consist solely of [***] to the extent that such [***] and all Joint Patent Rights claiming such Joint Inventions. In the event that SENOMYX is legally unable to assign such rights to PEPSICO, then SENOMYX agrees either to waive the enforcement of such rights against PEPSICO and any sublicensees and assignees, or to grant PEPSICO an exclusive, irrevocable, perpetual, worldwide, fully-paid license, with right to sublicense through multiple tiers of sublicense, to such rights. For the avoidance of doubt, Inventions assigned to PEPSICO under this Section 10.4, will no longer be considered Joint Inventions/Joint Patent Rights and will thereafter be considered PEPSICO Technology and will be deemed PEPSICO Confidential Information.

Joint Inventions. The Parties agree to cooperate in determining whether patent protection is desirable for any given Joint Invention, and if it is agreed that a patent application should be filed, the Parties shall cooperate and share the expenses incurred in the filing and prosecution of any patent application relating to a Joint Invention. If any Party elects not to file and prosecute a patent application relating to a Joint Invention, such Party shall immediately notify the other Party in writing within a reasonable period of time of such decision and the other Party shall have the right but no obligation to file and prosecute the patent application, at its sole expense, for such Joint Invention. The non-filing Party will have not input into the prosecution of the patent application for such Joint Invention(s), except as required to assist the filing Party with the prosecution of the patent application(s). The ownership rights of a non-filing Party with respect to a Joint Invention and the right to practice same shall not be affected by such Party's election to not file and prosecute a patent application therefor. Notwithstanding the foregoing, (i) Inhibitex shall have the exclusive, worldwide, fully paid, royalty free right to practice Joint Inventions to make and have made those of its produces that use antibodies against cell surface adhesins (the "Inhibitex Field") and (ii) AVID shall have the exclusive, worldwide, fully paid, royalty free right to practice Joint Inventions to make and have made monoclonal antibodies (other than antibodies against cell surface adhesion) (the "AVID Field"). Inhibitex agrees that it shall not license, exclusively or non-exclusivity, or assign or transfer, any of its rights in the Inhibitex Field with respect to any Joint Invention to any third party, (a) The parties shall keep each other fully except that Inhibitex may assign or license such rights only as necessary to have manufactured its products that use antibodies against cell surface adhesins and promptly informed as to such Joint Inventions. Savient will have the first right of election to file priority patent applications Covering Joint Inventions in any country in the world except for the Territory and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices except in the worldcontext of an assignment of this Agreement. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunder; and if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.

Joint Inventions. (ai) BeiGene and Immix agree that all rights to all (A) Study Results and (B) inventions and discoveries made or conceived in the conduct of the Combination Study relating to the combination of the BeiGene Product and Immix Compound shall belong jointly to BeiGene and Immix (each of (A) and (B), “Joint Inventions”). BeiGene hereby assigns to Immix an undivided one-half interest in, to and under the Joint Inventions that are invented or created solely by BeiGene or by persons having an obligation to assign such rights to BeiGene. Immix hereby assigns to BeiGene an undivided one-half interest in, to and under any Joint Inventions that are invented or created solely by Immix or by persons having an obligation to assign such rights to Immix. Subject to Section 7(d)(ii) and to the restrictions set forth in Section 7(c), BeiGene and Immix shall each be entitled to use any and all Joint Inventions without accounting to the other Party and without the consent of the other Party; provided that, notwithstanding the foregoing, without the prior written consent of the other Party, a Party shall not grant a license to any third party to use any Joint Inventions to research, develop and/or commercialize any compound that works by the same mechanism of action as such other Party’s Product or Compound, as applicable, without also licensing intellectual property rights controlled by such Party with respect to its own Product or Compound, as applicable (i.e., in the case of Immix as the licensing party, it may not license any Joint Inventions for use in conjunction with a PD-1 inhibitor/antagonist without also granting a license to other intellectual property rights controlled by Immix relating to the Immix Compound; and in the case of BeiGene as the licensing party, it may not license any Joint Inventions for use in conjunction with a combination of curcumin and doxorubicin encapsulated in a nano-sized micelle without also granting a license to other intellectual property rights controlled by BeiGene relating to the BeiGene Product). (ii) If both Parties desire to file a patent application on a country-by-country basis in respect of any Joint Invention (a “Joint Patent”), the Parties shall do so jointly at their joint expense using a single patent counsel reasonably acceptable to both Parties. The Parties hereby agree to reasonably assist each other in the preparation, filing and prosecution of such Joint Patent application and no patent application in respect of any Joint Invention may be filed without the agreement of the Parties; provided that if one Party does not desire to file a patent covering any such Joint Invention on a country-by-country basis, then the other Party shall have the right, but not the obligation, to file such patent application in its sole name and at its sole cost using patent counsel selected by such other Party in its sole discretion (“One Party Joint Inventions”). In such a case the Party filing the patent application in its sole name shall be the sole owner of the One Party Joint Invention covered by the patent application and shall be free to exploit such One Party Joint Invention without accounting to the other Party and the other Party shall have no rights in, to or under any such Joint Invention or the patent covering such One Party Joint Invention. (iii) The parties enforcement and defense of any Joint Patent shall keep each other fully and promptly informed as be subject to such Joint Inventionsfurther agreement between the Parties. Savient will Absent the agreement of the Parties, the following shall apply: Immix shall have the first right of election to file priority patent applications Covering initiate legal action to enforce all Joint Inventions in Patents against infringement or misappropriation by any country third party that is marketing, or seeking to market, a compound in the world except for same class as the Territory and if Savient declines Immix Compound, or to file defend any declaratory judgment action relating thereto, at its sole expense. In the event that Immix fails to initiate or defend such applications then Cytogen may action within thirty (30) days after being first notified of such infringement, BeiGene shall have the right to do soso at its sole expense. Cytogen will Similarly, BeiGene shall have the first right of election to file priority patent applications Covering initiate legal action to enforce all Joint Inventions Patents against infringement or misappropriation by any third party that is marketing, or seeking to market, a compound in the Territory and if Cytogen declines same class as the BeiGene Product or to file defend any declaratory judgment action relating thereto, at its sole expense. In the event that BeiGene fails to initiate or defend such applications then Savient may do so. action within thirty (b30) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, days after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution being first notified of such patents. The Non-Filing Party infringement, Immix shall on request be authorized by have the Filing Party right to have access to the files concerning such patents in any patent offices in the worlddo so at its sole expense. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunder; and if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.

Joint Inventions. (a) All rights to inventions or discoveries conceived jointly by University and Sponsor arising from research conducted under this Research Agreement shall be jointly-owned in accordance with the U.S. laws of inventorship. The parties University shall keep each other fully offer to the Sponsor, in accordance with the provisions of the following paragraph, a time-limited right to negotiate an exclusive, worldwide, sublicensable, royalty-bearing license under the University's interest in Sole University Inventions and promptly informed as to such Joint Inventions, to make, use, sell, offer for sale and import products incorporating or using any Sole University or Joint Invention conceived and first actually reduced to practice in the performance of research under this Research Agreement, for the term of any patent thereon. Savient In the event that an invention is conceived, but not sufficiently reduced to practice for patent application filing during the term of this Agreement, Sponsor is hereby granted (I)the right to fund any additional research that may be necessary or appropriate to develop the invention sufficiently for patent filing, exercisable as provided in paragraph 9 of this Agreement, and (ii)if Sponsor provides such funding, the exclusive option, exercisable as provided in paragraph 9 of this Agreement, to obtain an exclusive, worldwide, sublicensable, royalty-bearing license to make, use, sell, offer for sale and import products incorporating or using such invention. The University shall promptly disclose to the Sponsor any Sole University or Joint inventions arising under this Research Agreement. The Sponsor shall hold such disclosure on a confidential basis and will not disclose the information to any third party without consent of the University. The Sponsor shall advise the University in writing within sixty (60) days of disclosure to the Sponsor whether or not it wishes to secure an exclusive, worldwide, sublicensable, royalty-bearing license under such invention. If the Sponsor elects to secure a license, the University shall not offer such opportunity to license such invention to any third party while the University and Sponsor are negotiating such license. The Sponsor shall have six (6) months from the first right date of election to file priority conclude a license or option agreement with the University. Such period may be extended by mutual agreement. Said license shall contain commercially reasonable terms typically contained in license agreements pertaining to inventions of similar nature and market potential, shall require diligent performance by the Sponsor for the timely commercial development and marketing of such inventions and shall require the Sponsor to reimburse the University all costs of filing, prosecuting and maintaining patent applications Covering and patents claiming such inventions, whether or not patents issue from such applications. If the University and Sponsor do not conclude a license agreement prior to the expiration of the foregoing six (6) month negotiation period, the University may then offer to third parties the opportunity to obtain a license to such inversion. If, within one year after the expiration of the negotiation period, the University and a third party negotiate terms of a license which are acceptable to the University, then the University shall, before executing such license agreement with such third party, first offer Sponsor a license on the same terms, provided such terms are more favorable to such third party than those last offered to Sponsor. Sponsor may review such terms for thirty (30) days after receiving such offer, during which time University shall not conclude such license with such third party. If Sponsor notifies the University that it desires to obtain a license on such terms, the University shall grant such license to Sponsor and not to such third party. If Sponsor elects not to secure such license(s) during such thirty (30) day period, all rights to the Invention(s) disclosed hereunder shall be disposed of in accordance with University policies, with no further obligation to Sponsor. The University shall file, prosecute and maintain all patent applications and patents claiming Sole University Inventions or Joint Inventions, using counsel mutually agreed upon by the parties for so long as the Sponsor reimburses the University for costs thereof. The University shall provide copies of any documents filed with the U.S. Patent and Trademark Office (or the foreign equivalent thereof) to Sponsor in advance of the filing of such documents with the appropriate authority, and agrees to consult with and consider the comments of Sponsor regarding the contents of such filings. The University shall also reasonably cooperate with Sponsor in obtaining patent protection for Sole University Inventions or Joint Inventions in any country all foreign countries designated by Sponsor. Sponsor may notify the University if it intends to cease reimbursing the University for patent-related expenses by providing at least ninety (90) days prior written notice, in which case the world except for the Territory and if Savient declines to file such applications then Cytogen may do so. Cytogen will University shall have the first right of election right, but not the obligation to file priority patent applications Covering Joint Inventions in the Territory continue to file, prosecute and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for maintain such patent filings and to assist protection at the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the worldUniversity's expense. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunder; and if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.

Joint Inventions. Inventions relating to the Compound or Product conceived in the course of performance of any activities under this Agreement jointly with the inventive contribution of representatives of Santhera or any of its Affiliates and of representatives of Catalyst or any of its Affiliates, whether or not also jointly with a Third Party (“Joint Invention”) shall be jointly owned by the Parties and each Party shall have an equal, undivided interest in Joint Inventions. All Patent Rights claiming Joint Inventions shall be referred to herein as “Joint Patents.” Subject to the Exclusive License and the Manufacturing License granted to Catalyst in Section 2.1, and ▇▇▇▇▇▇▇▇’s reserved rights and grant-back license under Section 2.3, and except as otherwise set out in this Agreement: (a) The parties Catalyst shall keep each other fully be entitled, in the Territory, to practice, license, assign and promptly informed as to such Joint Inventions. Savient will have otherwise exploit its interest under the first right of election to file priority patent applications Covering Joint Inventions and Joint Patents in any country in connection with activities related to the world except for Compound or Product without the Territory duty of accounting or seeking consent from Santhera, and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing Santhera shall be entitled, outside of the priority patent filings (Territory during the "FILING PARTY") for Term and worldwide after the termination of this Agreement, to practice, license, assign and otherwise exploit its interest under the Joint Inventions pursuant and Joint Patents in connection with activities related to this Section 10.2 undertakes the Compound or Product without the duty of accounting or seeking consent from Catalyst. Each Party will grant and hereby does grant all permissions, consents and waivers with respect to, and all licenses under, Joint Inventions and Joint Patents, throughout the world, necessary to perform provide the corresponding convention filings from case other Party with such rights of use and exploitation of the Joint Inventions and Joint Patents in connection with activities related to casethe Compound and Product permitted hereby, after having discussed and will execute documents as necessary to accomplish the countries foregoing. Neither Party will be entitled, in or outside the Territory, to practice, license, assign and otherwise exploit its interest under the Joint Inventions and Joint Patents in connection with activities other than activities related to the Compound or Product, except as agreed in writing by the Parties, such agreement not to be unreasonably withheld, conditioned or delayed. The determination of inventive contribution by or on behalf of a Party with respect to any invention for foreign filings purposes of determining ownership as set forth above shall be made in accordance with the other party. The party not performing the priority laws of inventorship under U.S. patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the worldlaw. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunder; and if any such patents or patent applications are assigned to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.

Joint Inventions. All Inventions conceived jointly by one or more employees or agents of SENOMYX or of any of its Affiliates and one or more employees or agents of PEPSICO or of any of its Affiliates (athe “Joint Inventions”) The parties shall keep each other fully and promptly informed all Joint Patent Rights will be owned jointly by PEPSICO and SENOMYX, except as provided below. PEPSICO and its Affiliates hereby irrevocably assign to SENOMYX all interest in and to any Joint Inventions that (i) consist of Natural Enhancing Compounds or Natural Sweetener Compounds identified from the PEPSICO Library, (ii) consist of Analog Compounds or (iii) consist solely of […***…] Selected Compounds) […***…], and methods of making such compounds, and all Joint Patent Rights claiming such Joint Inventions. Savient will have In the first right of election event that PEPSICO or its Affiliate is legally unable to file priority patent applications Covering Joint Inventions in any country in the world except for the Territory and if Savient declines assign such rights to file such applications SENOMYX, then Cytogen may do so. Cytogen will have the first right of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patents. The Non-Filing Party shall on request be authorized by the Filing Party to have access to the files concerning such patents in any patent offices in the world. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned to the other party at mutually agreeable terms. If any such patents or patent applications are assigned to Cytogen, Savient PEPSICO and its Affiliates shall be granted a worldwide immunity from suit thereunder; agree either to waive the enforcement of such rights against SENOMYX and if any sublicensees and assignees, or to grant SENOMYX an exclusive, irrevocable, perpetual, worldwide, fully-paid license, with right to sublicense through multiple tiers of sublicense, to such patents or patent applications are rights. For the avoidance of doubt, Inventions assigned to SavientSENOMYX under this Section 10.4, Cytogen will no longer be considered Joint Inventions/Joint Patent Rights and its Affiliates shall will thereafter be granted a worldwide immunity from suit thereunderconsidered SENOMYX Technology and will be deemed SENOMYX Confidential Information. SENOMYX hereby irrevocably assigns to PEPSICO all interest in and to any Joint Inventions that consist solely of […***…] to the extent that such […***…] Selected Compounds), and all Joint Patent Rights claiming such Joint Inventions. In the event that SENOMYX is legally unable to assign such rights to PEPSICO, then SENOMYX agrees either to waive the enforcement of such rights against PEPSICO and any sublicensees and assignees, or to grant PEPSICO an exclusive, irrevocable, perpetual, worldwide, fully-paid license, with right to sublicense through multiple tiers of sublicense, to such rights. For the avoidance of doubt, Inventions assigned to PEPSICO under this Section 10.4, will no longer be considered Joint Inventions/Joint Patent Rights and will thereafter be considered PEPSICO Technology and will be deemed PEPSICO Confidential Information.

Joint Inventions. Any Invention generated, developed, conceived or reduced to practice (aconstructively or actually) The parties jointly by or on behalf of Launxp International and Apollomics, their Affiliates and respective Sublicensees, including their employees, agents and contractors and any Invention generated, developed, conceived or reduced to practice (constructively or actually) by Launxp International, its Affiliates and their respective permitted Sublicensees arising from the Clinical Trials of the Licensed Products (collectively, “Joint Inventions”) shall keep be jointly owned by the Parties, and, subject to the licenses set forth in this Agreement, each other fully and promptly informed as to Party may freely exploit such Joint InventionsInventions without any duty to account to, or requirement of consent from, the other Party. Savient will have the first right of election to file priority patent applications Covering However, neither Party shall exploit Joint Inventions in any country in outside its designated territory or sublicense them for uses outside its designated territory without the world except for the Territory and if Savient declines to file such applications then Cytogen may do so. Cytogen will have the first right prior written consent of election to file priority patent applications Covering Joint Inventions in the Territory and if Cytogen declines to file such applications then Savient may do so. (b) The party performing the priority patent filings (the "FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes to perform the corresponding convention filings from case to case, after having discussed the countries for foreign filings with the other party. The party not performing the priority patent filings (the "NON-FILING PARTY") for Joint Inventions pursuant to this Section 10.2 undertakes, without cost to the Filing Party, such consent not to obtain all necessary assignment documents for the Filing Party, to render all signatures that shall be necessary for such patent filings and to assist the Filing Party in all other reasonable ways that are necessary for the issuance of the patents involved as well as for the maintenance and prosecution of such patentsunreasonably withheld. The Non-Filing Each Party shall on request be authorized by the Filing Party to have access to the files concerning such patents disclose in any patent offices in the world. (c) Should the Filing Party decide that it is no longer interested in maintaining or prosecuting a Joint Patent, it shall promptly advise the other party thereof. On the written request of such other party, such Joint Patent shall be assigned writing to the other party at mutually agreeable termsParty all Joint Inventions promptly following the generation, development, conception or reduction to practice thereof. If any such patents Each Party hereby grants to the other Party an irrevocable, perpetual, royalty-free, fully paid-up, exclusive license, with the right to grant sublicenses, under its rights in the Joint Inventions, as follows: (i) in the Apollomics Territory: Apollomics shall have an exclusive license to Develop, Manufacture, and Commercialize the Licensed Compound or patent applications are assigned to Cytogen, Savient and its Affiliates shall be granted a worldwide immunity from suit thereunderLicensed Products in the Apollomics Territory; and if any such patents (ii) in the Launxp Territory: Launxp International shall have an exclusive license to Develop, Manufacture, and Commercialize the Licensed Compound or patent applications are assigned Licensed Products in the Launxp Territory. Upon termination of the Agreement: (i) Launxp Territory: all rights in the Joint Inventions for use in the Launxp Territory shall revert exclusively to Savient, Cytogen and its Affiliates shall be granted a worldwide immunity from suit thereunder.Launxp International unless