Common use of Program Improvements Clause in Contracts

Program Improvements. 7.3.1 To the extent that a Program Improvement is developed by or on behalf of one Party, that Party will promptly disclose such Program Improvement to the Joint Patent Subcommittee in writing with all relevant data supporting such Program Improvement. 7.3.2 Each Party will, subject to the terms of Section 7.4, be sole owner of Program Improvements invented solely by its employees and agents and the employees and agents of its respective Affiliates and will do and procure all necessary acts, and obtain all necessary assignments or other instruments as may be required to confer such sole ownership on said Party. With respect to such solely-invented Program Improvements, the Party owning such Program Improvement will own any applications for Patent with respect thereto and any Patents issued on such applications, unless such rights are assigned to the other Party pursuant to Section 7.4. 7.3.3 The Parties will be the joint owners of Program Improvements invented jointly by the employees and agents of the Parties or the employees and agents of their respective Affiliates and any Program Patents covering such jointly invented Program Improvements (each a “Joint Program Patent”). Each Party will do and procure all necessary acts, and obtain all necessary assignments or other instruments as may be required to confer such joint ownership on the Parties. ****** - Material has been omitted and filed separately with the Commission. 7.3.4 Inventorship under this Agreement shall be determined in accordance with the patent laws of the United States.

Program Improvements. 7.3.1 To the extent that a Program Improvement is developed by or on behalf of one Party, that Party will promptly disclose such Program Improvement to the Joint Patent Subcommittee in writing with all relevant data supporting such Program Improvement. 7.3.2 Each Party will, subject to the terms of Section 7.4, be sole owner of Program Improvements invented solely by its employees and agents and the employees and agents of its respective Affiliates and will do and procure all necessary acts, and obtain all necessary assignments or other instruments as may be required to confer such sole ownership on said Party. With respect to such solely-invented Program Improvements, the Party owning such Program Improvement will own any applications for Patent with respect thereto and any Patents issued on such applications, unless such rights are assigned to the other Party pursuant to Section 7.4. 7.3.3 The Parties will be the joint owners of Program Improvements invented jointly by the employees and agents of the Parties or the employees and agents of their respective Affiliates and any Program Patents covering such jointly invented Program Improvements (each a “Joint Program Patent”). Each Party will do and procure all necessary acts, and obtain all necessary assignments or other instruments as may be required to confer such joint ownership on the Parties. ****** - Material has been omitted and filed separately with the Commission.. 44 7.3.4 Inventorship under this Agreement shall be determined in accordance with the patent laws of the United States.