Common use of Jointly Owned Patents Clause in Contracts

Jointly Owned Patents. The responsibility for the filing, prosecution and maintenance of Joint Collaboration Patents shall be determined by the Parties, including conducting related interference and opposition proceedings relating thereto, without prejudice to ownership, on behalf of both Parties based on a good faith determination of the relative contributions of the Parties to the Invention and the relative level of interest of the Parties in the Invention; provided, however that the Parties may also decide not to file a Joint Collaboration Patent for any such Joint Invention. At least ten (10) Business Days prior to the contemplated filing, the Party responsible for such activities for a Joint Collaboration Patent shall submit a substantially completed draft of such Joint Collaboration Patent to the other Party for its approval. Should the agreed upon Party elect not to prepare and/or file any such Joint Collaboration Patent, it shall (a) provide the other Party with written notice as soon as reasonably possible after making such election but in any event no later than twenty (20) Business Days before the other Party would be faced with a possible loss of rights, (b) give the other Party the right, at the other Party’s discretion, to prepare, file, prosecute or maintain the Joint Collaboration Patent, and (c) offer reasonable assistance in connection with such preparation, filing, prosecution or maintenance.