Intellectual Property Contract Clause Example

Because we rely on third-party funding sources to provide funds to enforce our intellectual property rights, we rely on potential sources of funding to realize the value of our intellectual property. Because we do not have the means to sue to enforce our intellectual property rights, we depend on the assessment provided by the potential sources of funding for our intellectual property. When deciding whether or not to allocate funds to IP litigation, funding sources must assess the strength of our patents, the chances of success, the nature of potential defendants, and whether there is sufficient potential recovery to justify a significant investment in IP litigation. Typically, these funding sources receive a percentage of recovery after process costs and attempt to achieve a sufficient return on investment to justify the investment. If that funding source does not believe that it will get a sufficient return on investment, it will not fund litigation. We cannot guarantee that we will be able to negotiate funding agreements with third-party funding sources on terms acceptable to us, if at all. Because of our financial situation, we may only be able to obtain financing on less favourable terms than we otherwise could. Our proprietary patents and/or technologies could be circumvented by introducing competitive processes or products, if they are not infringed. Pharmaceutical companies` patent positions can be highly uncertain and involve complex legal, scientific and factual issues for which important legal principles remain unresolved. Changes in patent laws or in the interpretation of patent laws may reduce the value of our intellectual property.

We cannot predict the extent of claims that may be admissible or enforceable in our patents, including patents licensed to us by Neptune. We intend to grow our business through the acquisition of intellectual property rights, either in the form of exclusive ownership or license to the underlying intellectual property. Our goal is to enter into agreements with inventors of innovative technologies for which there may be a significant market for products that use or incorporate intellectual property. We endeavor to acquire all intellectual property or shares therein in exchange for cash, securities of our company, formation or joint venture or a separate subsidiary in which the owner holds an interest in the capital and/or interests in the monetization of such assets. Our revenue from this aspect of our business may be generated through licensing and, if necessary, which is usually the case, litigation efforts as well as intellectual property management fees. We conduct due diligence and a principles-based risk underwriting process to assess the merits and potential value of an acquisition, partnership or joint venture. We strive to structure the terms of our acquisitions in such a way as to achieve the highest possible risk-adjusted returns in the context of our financial position. In connection with the acquisition of intellectual property portfolios, we have granted the party providing the financing an interest in any recovery we have in connection with the intellectual property acquired with the financing, and we expect to have to continue to grant these shares until we have generated sufficient liquidity through the license of our intellectual property, so that we can acquire additional intellectual property portfolios without debt financing. However, we cannot guarantee that we will ever generate sufficient revenue to acquire additional intellectual property without third-party funding. c.

The Employee agrees to assign and hereby assigns to the Company (or any person or entity designated by the Company) all of its rights, title and interest in all developments and related intellectual property rights. The Employee understands that, to the extent that this Agreement is to be construed in accordance with the laws of any State that excludes a requirement in an employee contract to assign certain categories of an employee`s inventions, this Section 4(c) shall be construed as not applying to inventions that a court decides and/or that the Company has agreed to fall into those classes. The employee also waives any claim of moral rights in all developments. In addition, Lockheed Martin will grant splitco`s subsidiary an irrevocable, worldwide, perpetual, fully paid-up, royalty-free, generally non-transferable, non-exclusive license for and for certain specified additional intellectual property rights held by Lockheed Martin and used by Splitco and other companies engaged by Lockheed Martin (licensed intellectual property) to use any purpose related to Splitco`s business. subject to any third party intellectual property rights incorporated or contained in the licensed intellectual property. Splitco`s subsidiary may not sublicense its licensed intellectual property rights under IPMA without the prior written consent of Lockheed Martin (except for sublicenses to (a) Splitco, Splitco`s wholly-owned subsidiaries and future wholly-owned subsidiaries of Splitco and (b) suppliers of goods and services or other third parties for the benefit of Splitco` company). provided that such consent is not unreasonably withheld or delayed with respect to the sublicenses offered to Splitco`s affiliates. Any authorized sublicense must comply with the terms of IPMA and Splitco`s subsidiary remains solely responsible for such sublicensees` compliance with the Agreement.

In the case of sublicenses to wholly-owned subsidiaries of Splitco, such sublicenses provide for automatic termination if such company ceases to be an affiliate of the Splitco subsidiary or a wholly-owned subsidiary of Splitco. In addition, IPMA imposes restrictions on the areas of use in which certain identified licensed intellectual property items may be used and grants exclusive license rights to certain identified elements of licensed intellectual property for the design, development, manufacture, sale and distribution of equipment, systems, products and services to certain commercial customers. In this article, we discuss the following topics in relation to examples of IPCC clauses. To access a specific section, click on the following link: (d) Retained and Licensed Intellectual Property. I provide below a list of all original works of authorship, inventions, developments, enhancements and trade secrets that I have made prior to my relationship with the Company (collectively, “Old Intellectual Property”) owned by me, relating to the Company, products or research and development offered by the Company and not transferred to the Company hereunder; or, if no such list is attached, I declare that there is no prior intellectual property. If, in connection with my relationship with the Company, I bring any former intellectual property owned or in which I have an interest in the ownership of the Company, the Company is hereby granted a non-exclusive, royalty-free, irrevocable, perpetual and worldwide license to manufacture, manufacture, modify, use and sell such former intellectual property in connection with or in connection with such property of the Company. (b) Assignment of intellectual property. Any work product that falls within the definition of temporary work, as that term is defined in U.S.

copyright law, is considered a work made for rental, the copyright of which is initially and exclusively owned by the company. The manager waives all rights mentioned as the author of a product of the work and any morality (moral right) in the product of the work. The manager undertakes to immediately inform the company of all the results of the work. For the purposes of this Agreement, intellectual property means any patent, copyright, trademark or service mark, trade secret or other proprietary right lawfully available. In licensing agreements, the intellectual property clause makes it clear that the only intellectual property rights that change hands are those specifically licensed in the license clause. A license is not a transfer, sale or assignment, it does not affect ownership; the licensee is not the owner of the intellectual property licensed to him, the licensor retains the ownership. The purpose of the intellectual property clause of a license is to clarify that the license is only a license, that it does not affect the ownership of the intellectual property by the licensor, and that any goodwill existing in the licensed intellectual property or any goodwill accrued during the contract is for the benefit of the licensor and not the licensee (the “ownership” of goodwill is most important in the trademark license). . .

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