Patents and Improvements Clause Samples

Patents and Improvements. Patent Applications Patent Prosecution Licensor Improvements Licensee Improvements; Reporting Licensee Improvements; Ownership Assistance Improvements; Prosecution by Licensee Inclusions
Patents and Improvements. The Company shall be responsible for the cost of seeking patent protection for any AMI Improvements, Company Improvements or ImmuCell Improvements, if the Company intends to use any such improvements, if deemed patentable. ImmuCell and AMI agree to cooperate in good faith in the pursuit of such patent protection by the Company. Any such patent shall be owned by the Company and licensed to ImmuCell and to AMI, and to no others, on a royalty-free basis for the life of the patent with no rights to sublicense.
Patents and Improvements. 5.1 In the event TST decides to abandon or discontinue prosecution or maintenance of any patent or patent application listed on Schedule 2, TST shall exert commercially reasonable efforts to provide MSC with sufficient notice to allow MSC to continue prosecution or to maintain the affected patent application or patent, provided that any continued prosecution of a pending patent application does not result in the disclosure of information maintained by TST as a trade secret. 5.2 Pursuant to paragraph 5.1, MSC shall have the option, exercisable upon written notification to TST, to assume full responsibility for the prosecution or maintenance of the affected patent(s) or patent application(s), in which event all such affected patent(s) and patent application(s) shall be promptly assigned by TST to MSC, who thereafter for all purposes shall be deemed the owner of all right, title, and interest in such patent(s) or patent application(s) subject only to a perpetual, paid-up, worldwide license thereunder in favor of TST and to any other pre-existing licenses theretofore granted by TST to third parties, in each case for activities outside the Field. In no event shall MSC be liable for or subject to any obligations of TST under any such third party licenses. Should MSC exercise the option herein granted, then TST shall assist MSC in effecting the assignment (including signing all such papers as MSC shall reasonably deem necessary) at no additional costs to MSC other than reimbursement of TST's reasonable out-of-pocket expenses incurred in connection therewith. 5.3 During the period commencing October 1, 2002 and, unless earlier terminated as provided below, continuing during the term of this Agreement (the "Joint Development Period"), MSC and TST will cooperate in developing and commercializing Improvements. All Confidential information redacted and filed separately with the Commission. Improvements invented, conceived or acquired by or on behalf of either or both MSC and TST, either independently or jointly, during the Joint Development Period shall be jointly and equally owned by MSC and TST, subject only to the restrictions and limitations set forth in this Section 5.3. Either MSC or TST may elect to terminate the Joint Development Period at any time after September 30, 2005 upon eighteen (18) months prior written notice, which notice may be given at any time on or after March 1, 2004. The Joint Development Period may be terminated at any time upon mutual consen...
Patents and Improvements 

Related to Patents and Improvements

  • Inventions and Improvements Executive shall promptly communicate to the Company all ideas, discoveries and inventions which are or may be useful to the Company or its business. Executive acknowledges that all such ideas, discoveries, inventions, and improvements which heretofore have been or are hereafter made, conceived, or reduced to practice by him at any time during his employment with the Company heretofore or hereafter gained by him at any time during his employment with the Company are the property of the Company, and Executive hereby irrevocably assigns all such ideas, discoveries, inventions, and improvements to the Company for its sole use and benefit, without additional compensation. The provisions of this Section 19(b) shall apply whether such ideas, discoveries, inventions, or improvements were or are conceived, made or gained by him alone or with others, whether during or after usual working hours, whether on or off the job, whether applicable to matters directly or indirectly related to the Company’s business interests (including potential business interests), and whether or not within the specific realm of his duties. Executive shall, upon request of the Company, but at no expense to Executive, at any time during or after his employment with the Company, sign all instruments and documents reasonably requested by the Company and otherwise cooperate with the Company to protect its right to such ideas, discoveries, inventions, or improvements including applying for, obtaining, and enforcing patents and copyrights thereon in such countries as Company shall determine.

  • Improvements and Inventions Any and all improvements or inventions that Employee may make or participate in during the Employment Term, unless wholly unrelated to the business of Company and its affiliates and not produced within the scope of Employee’s employment hereunder, shall be the sole and exclusive property of Company. Employee shall, whenever requested by Company, execute and deliver any and all documents that Company deems appropriate in order to apply for and obtain patents or copyrights in improvements or inventions or in order to assign and/or convey to Company the sole and exclusive right, title and interest in and to such improvements, inventions, patents, copyrights or applications.

  • REPAIRS AND IMPROVEMENTS 14.1 Prior to registration of transfer, the Purchaser shall not be entitled to effect any alterations to the Property without the prior written consent of the Seller. 14.2 The Seller shall not be obliged to compensate the Purchaser for any authorised alteration effected in the event of the sale being cancelled. 14.3 The Purchaser shall be liable for any damages suffered by the Seller as a result of any alterations effected by the Purchaser, not authorised by the Seller.

  • ALTERATIONS AND IMPROVEMENTS Tenant shall make no alterations to the buildings or improvements on the Premises or construct any building or make any other improvements on the Premises without the prior written consent of Landlord. Any and all alterations, changes, and/or improvements built, constructed or placed on the Premises by Tenant shall, unless otherwise provided by written agreement between Landlord and Tenant, be and become the property of Landlord and remain on the Premises at the expiration or earlier termination of this Agreement.

  • Improvements The buildings, structures, fixtures, additions, enlargements, extensions, modifications, repairs, replacements and improvements now or hereafter erected or located on the Land (collectively, the “Improvements”);