Methodological Innovations definition
Methodological Innovations means ideas, discoveries and inventions that are made solely by Inveresk and that consist solely of new or innovative means of accomplishing Inveresk’s Project tasks and that (i) do not consist of or relate in any way in whole or in part to modifications, improvements, or new uses of any Project Materials or their application or delivery; (ii) are not in whole or in part a direct result of following detailed instructions provided by Sponsor; and (iii) do not in whole or in part represent a reduction to practice of Sponsor’s prior conceptions. Inveresk hereby assigns, transfers and conveys to Sponsor and shall further assign, transfer and convey to Sponsor any and all right, title and interest to the Project Inventions and Project Results. Inveresk shall have no obligation to register, secure or otherwise defend such inventions or discoveries on behalf of the Sponsor. However, Inveresk shall reasonably cooperate with the Sponsor, at the Sponsor’s expense, in preparing and filing patent, copyright and other proprietary right applications, and/or registrations for the Project Inventions and Project Results. Such cooperation shall include, without limitation: (i) requiring relevant employees, agents, subcontractors and consultants to execute written assignments; and (ii) providing information regarding such inventions, inventorship and all other instruments as may reasonably deem necessary to pursue and maximize the commercial value of such owned inventions. Inveresk shall at all times obtain and retain in force agreements in proper form and substance with all persons involved in any Project requiring the assignment to Sponsor of all Project Inventions and requiring that such persons comply with the confidentiality obligations and restrictions reflected in this Contract.
Methodological Innovations means ideas, discoveries and inventions that are made solely by Inveresk and that consist solely of new or innovative means of accomplishing Inveresk’s Project tasks and that (i) do not consist of or relate in any way in whole or in part to modifications, improvements, or new uses of any Project Material or their application or delivery; (ii) are not in whole or in part a direct result of following detailed instructions provided by Sponsor; and (iii) do not in whole or in part represent a reduction to practice of Sponsor’s prior conceptions. By way of illustration, the parties acknowledge that Inveresk may make modifications or improvements to Inveresk-developed computer software and related manuals, and that the same will be considered Methodological Innovations provided that they satisfy the criteria of clauses (i)—(iii) above. All Methodological Innovations shall remain the sole and exclusive property of Inveresk. Inveresk hereby assigns, transfers and conveys to Sponsor and shall further assign, transfer and convey to Sponsor any and all right, title and interest to the Project Inventions and Project Results. Inveresk shall have no obligation to register, secure or otherwise defend such inventions or discoveries on behalf of the Sponsor. However, Inveresk shall reasonably cooperate with the Sponsor, at the Sponsor’s expense, in preparing and filing patent, copyright and other proprietary right applications, and/or registrations for the Project Inventions and Project Results. Such cooperation shall include, without limitation: (i) requiring relevant employees, agents, subcontractors and consultants to execute written assignments; and (ii) providing information regarding such inventions, inventorship and all other instruments as may reasonably deem necessary to pursue and maximise the commercial value of such owned inventions. Inveresk shall at all times obtain and retain in force agreements in proper form and substance with all per-sons involved in the Project requiring the assignment to Sponsor of all Project Inventions and requiring that such persons comply with the inventions rights and confidentiality obligations and restrictions reflected in this Contract. At the time Inveresk has completed all other obligations set out herein and upon request by Sponsor, Inveresk will provide Sponsor with the analysis-ready SAS® data sets used to generate the trial summaries, listings, figures and analyses. The data sets will be organized per Inveresk’s standard s...