Common use of Notification, Patent Applications and Use of New Intellectual Property Clause in Contracts

Notification, Patent Applications and Use of New Intellectual Property. Recipient will promptly notify Provider in writing of any New Intellectual Property and will be free to use and exploit the New Intellectual Property (but not to assign or otherwise transfer the Modifications except with the written approval of Provider or as permitted under this Materials Transfer Agreement). Recipient may file patent application(s) claiming New Intellectual Property, but will give Provider at least thirty (30) days written notice prior to filing such patent application(s). In the case where Company is the Recipient, Recipient hereby grants Provider a non-exclusive, non-transferable, non-sublicensable, perpetual, royalty-free licence to use the New Intellectual Property for educational and non-clinical, non-commercial research purposes only, and in the case where Institution is the Recipient, Recipient hereby grants Provider a non-exclusive, non-transferable, sublicensable, perpetual, worldwide, royalty-free licence to use the New Intellectual Property for internal non-clinical research purposes only, including the right of Provider to sublicense the New Intellectual Property to its collaborators at academic organizations and clinical research organizations in support of Provider’s internal research programs provided that such sublicense agreements are on terms and conditions consistent with the terms and conditions of this Materials Transfer Agreement.