Independent Inventions. Notwithstanding anything in this Agreement to the contrary, Executive's obligation to assign or offer to assign Executive's rights in an Invention to Company will not extend or apply to an Invention that Executive has developed entirely on Executive's own time without using Company's equipment, supplies, facilities or trade secret information unless such Invention: (a) relates to Company's business or actual demonstrably anticipated research or development or (b) results from any work performed by Executive for Company. Executive will bear the burden of proof in establishing that the Invention qualifies for exclusion under this Section 7(g)(iii).
Independent Inventions. Ownership rights to inventions that do not rely in material part on technology, data or knowledge contributed by the other Party or derived under the Collaboration and that are made by the employees of GenVec (but not of Warner) or by the employees of Warner (but not of GenVec), as the case may be, whether or not made during the Term of this Agreement, shall reside solely in GenVec or Warner, respectively, as the case may be. Neither Party will claim or assert ownership rights, licenses or royalties or other compensation with respect to such patents and other intellectual property owned by the other Party. The applicable Party shall have the right, at its option and expense, to prepare in its own name, file and prosecute any patent applications and to maintain any patents issued with respect to such inventions. In connection therewith, the other Party agrees to cooperate with the filing Party at the filing Party's expense in the preparation and prosecution of all such patent applications covering such independent inventions to the extent that such Party's cooperation is reasonably necessary therefor. This obligation shall survive the expiration or termination of this Agreement.
Independent Inventions. 41 TABLE OF CONTENTS (continued) PAGE
Independent Inventions. Notwithstanding anything in this Agreement to the contrary, H&H’s and Executive’s obligation to assign or offer to assign their rights in an Invention to Company will not extend or apply to an Invention that either has developed entirely on their own time without using Company's equipment, supplies, facilities or trade secret information unless such Invention: (a) relates to Company's business or actual demonstrably anticipated research or development or (b) results from any work performed by H&H or Executive for Company. H&H or Executive will bear the burden of proof in establishing that the Invention qualifies for exclusion under this Section 7(g)(iii).
Independent Inventions. Schering has informed Corvas, and Corvas acknowledges, that Schering has an ongoing internal research program in the Field and that such research may be performed by Schering or in collaboration with one or more third parties (collectively and individually, "SCHERING INDEPENDENT RESEARCH"). Schering shall not provide to its third party collaborators in the Field any Corvas Know-How, Corvas Inventions and Candidate Compounds, including but not limited to Back-up Compounds and Licensed Products. All inventions, developments, discoveries, Know-How, and materials which arise solely from the performance of the Schering Independent Research (individually and collectively, "INDEPENDENT INVENTIONS") are and shall remain the sole property of Schering or its third party collaborator(s). Any compounds arising solely from the Schering Independent Research and not from the Research Program which are inhibitors of a protease specific to the Hepatitis C virus (including, without limitation, the [ *** ]) shall not be Candidate Compounds or Licensed Products. Nothing herein shall be construed as granting to Corvas any license or other rights to such Independent Inventions or to any patent applications or patents relating thereto.
Independent Inventions a. Provided that Lxxxxx Xxxxxxx is at the time obligated to assign intellectual property to University and is involved as an employee, board member, consultant to or 10% or greater shareholder of Licensee, in the event that Lxxxxx Xxxxxxx or anybody working in a laboratory under the supervision or direction of Lxxxxx Xxxxxxx, makes any invention in the Field of Use, the practice of which would not require the practice of an invention claimed in or covered by the Licensed Patent Rights ("Independent Invention"), then provided such Independent Invention is not subject to any prior contractual or legal obligations, the University hereby grants to Licensee an exclusive option ("Option") to obtain the exclusive, worldwide, commercial rights to each Independent Invention on terms and conditions to be negotiated in good faith by the parties following the exercise by Licensee of the Option. In addition, Licensee shall have such further rights to future Independent Inventions as may be set forth in the sponsored research agreement described in Exhibit E to be entered into between the Parties.
Independent Inventions. 16 ARTICLE 7
Independent Inventions a. Provided that the Investigator(s) is/are at the time obligated to assign intellectual property to University and is/are involved as employee(s), board member(s), consultant to or 10% or greater shareholder of Licensee, in the event that the Investigator(s) or any Associate(s), make any invention in the Field of Use, the practice of which would not require the practice of an invention claimed in or covered by the Licensed Patent Rights (“Independent Invention”), then provided such Independent Invention is not subject to any prior contractual or legal Exclusive License – APRO Bio Pharma CU 1268H and CU1778H obligations, the University hereby grants to Licensee an exclusive option (“Option”) to obtain the exclusive, worldwide, commercial rights to each Independent Invention on terms and conditions to be negotiated in good faith by the parties following the exercise by Licensee of the Option. .
Independent Inventions. Notwithstanding anything in this Agreement to the contrary, Executive's obligation to assign or offer to assign Executive's rights in an Invention to Company will not extend or apply to an Invention that Executive has developed entirely on Executive's own time without using Company's equipment, supplies, facilities or trade secret information unless such Invention: (a) relates to Company's business or actual demonstrably anticipated research or development or (b) results from any work performed by Executive for Company. Executive will bear the burden of proof in establishing that the Invention qualifies for exclusion under this Subsection 6f(iii). (iv) Assignment of Company Inventions: Executive will assist Company in every proper way to obtain and from time to time enforce United States and foreign Proprietary Rights related to Company Inventions in any and all countries. Executive's obligation to assist Company with respect to Proprietary Rights relating to such Company Inventions will continue beyond the termination of Executive's employment, but Company will compensate Executive at a reasonable rate after Executive's termination for the time actually spent by executive at Company's request on such assistance. Executive hereby waives and quitclaims to Company all claims, of any nature whatsoever, which Executive may or may hereafter have for infringement, including past infringements, of any Proprietary Rights assigned hereunder to Company. (v)
Independent Inventions. As between Licensee and Licensor, each Invention conceived or first actually reduced to practice as a result of this Agreement or the Teaming Agreement entered into by the Parties by one or more employees of one Party (including other non-parties) and no employees of the other Party, whether or not based upon Licensed Products shall be the title of the Party whose employee or employees made the Invention (“Independent Invention”). Licensee shall receive all license rights to any Licensor invention pursuant to the terms of this Agreement.
