Assignment Obligations Sample Clauses

Assignment Obligations. I hereby understand and agree: (a) That during the course of my employment, I may work on and be a part of the development of technology, processes, methodologies, and other work product for CIGNA (or IBM, on CIGNA’s behalf). In accordance with the provisions of the SOW and the CIGNA Agreement, I hereby assign to Chordiant any technology, processes, methodologies, and other work product developed by me and such technology, processes, methodologies, and other work product which shall become the sole and absolute property of Chordiant to enable Chordiant to meet its obligations under the SOW and the CIGNA Agreement and for IBM to meet its obligations to CIGNA under the MSA. (b) That any and all inventions, improvements, discoveries, technologies, processes, methodologies, and other work product developed or discovered by me as a result [of my employment at] [or consultancy with] Chordiant shall be fully disclosed to Chordiant (or IBM, on CIGNA’s behalf, as required by the MSA), and in accordance with the provisions of the SOW I hereby assign the same to Chordiant, and the same shall become the sole and absolute property of Chordiant to enable Chordiant to meet its obligations under the SOW and the CIGNA Agreement and for IBM to meet its obligations to CIGNA under the MSA. Upon the request of IBM or CIGNA, I shall execute, acknowledge, and deliver such assignments and other documents as Chordiant, IBM or CIGNA may consider necessary or appropriate to vest all rights, titles, and interests in Chordiant to enable Chordiant to meet its obligations under the SOW and the CIGNA Agreement and to enable IBM to meet its obligations to CIGNA under the MSA.

Assignment Obligations. All employees, agents and contractors of each Party performing work with respect to TIPs or Licensed Products shall be bound by written obligation to assign any inventions and related intellectual property to the Party for whom they are employed or are providing services.

Assignment Obligations. All employees, subcontractors or consultants of Surface that will be involved in the performance of the Technical Transition Services shall be subject to a written obligation to assign to Surface all rights in the Patent Rights and Know-How invented or created by them in the course of providing the Technical Transition Services during the Transition Period.

Assignment Obligations. Each Party shall ensure that all personnel under their control: (a) report any Subject Inventions they make to that Party within 30 days, and

Assignment Obligations. Each Party shall cause all Persons who perform any activities for such Party under this Agreement to assign (or, if such Party is unable to cause such Person to assign despite such Party’s exercise of Commercially Reasonable Efforts, then to contractually obligate such Person to assign; or if such Party is unable to contractually obligate such Person to assign despite such Party’s exercise of Commercially Reasonable Efforts, then provide a license under) their rights in any Collaboration Inventions resulting therefrom to such Party.

Assignment Obligations. Each party agrees that i f it sells, demises, conveys, assigns or otherwise transfers (collectively, a “ transfer ” ) its Toll Road, or any part thereof, to another person or entity, such party shall, as a condition of such transfer, require its successors and assigns to assume and be bound by the terms and provisions of this Agreement.

Assignment Obligations. Each Party and its Affiliates shall, and hereby does, assign to the other Party all right, title, and interest in and to all Know-How, Patent Rights, and other Intellectual Property rights to which such Party is allocated ownership in accordance with this Section 10.1 (Ownership of Intellectual Property), including, in each case, all rights of action and claims for damages and benefits arising due to past and present infringement of said rights. In addition, each Party shall cause all Persons who perform Exploitation activities on behalf of such Party or any of its Affiliates under this Agreement or who otherwise conceive, discover, develop, or otherwise make any Know-How by or on behalf of either Party or its Affiliates or its or their Sublicensees under or in connection with this Agreement to be under an obligation to assign (or, if such Party is unable to cause such Person to agree to such assignment obligation despite such Party’s using commercially reasonable efforts to negotiate such assignment obligation, provide an exclusive license under) their rights in any Know-How, Patent Rights, and other Intellectual Property Rights resulting therefrom to such Party, except where Applicable Law requires otherwise and except in the case of governmental, not-for-profit, and public institutions that have standard policies against such an assignment (in which case a suitable license, or right to obtain such a license, will be obtained).

Assignment Obligations. For good and valuable consideration, the sufficiency of which is hereby acknowledged, Assignor hereby sells, assigns, transfers, and sets over to Assignee or its heirs, successors, assigns, or other legal representatives the full right, title, and interest in and to the Application and invention, together with the goodwill of the business represented thereby, including the right of Assignee or its heirs, successors, assigns, or other legal representatives to: a. file any non-provisional patent applications and to otherwise seek any patents in the United States claiming priority to the Application; b. file all divisional, continuation, and continuation-in-part applications claiming priority to the non-provisional patent application; c. seek reissues or extensions of any patent claiming priority to the Application, which the Assignee may hold and enjoy as a fully and entirely as Assignor would have had this assignment and sale not been made; d. all issuances, extensions, and renewals thereof, together with the goodwill of the business connected with the use of, the Application; e. all rights of any kind whatsoever of Assignor accruing under any of the foregoing provided by applicable law of any jurisdiction, by international treaties and conventions, and otherwise throughout the world; f. any and all royalties, fees, income, payments, and other proceeds now or hereafter due or payable with respect to any and all of the foregoing; and g. any and all claims and causes of action with respect to any of the foregoing, whether accruing before, on, or after the date hereof, including all rights to and claims for damages, restitution, and injunctive and other legal and equitable relief for past, present, and future infringement, dilution, misappropriation, violation, misuse, breach, or default, with the right but no obligation to sue for such legal and equitable relief and to collect, or otherwise recover, any such damages.

Assignment Obligations. Employee shall not be obligated to: (i) assign to WIRX any invention made by Employee while in WIRX’s employ which does not relate to any business or activities in which WIRX is or may become engaged, except that Employee is so obligated if the same relates to or is based on proprietary or Confidential Information to which Employee shall have had access during and by virtue of Employee’s employment or arises out of work assigned to Employee by WIRX; (ii) assign any invention which may be wholly conceived by Employee after Employee leaves the employ of WIRX, except that Employee is so obligated if such invention shall involve the utilization of proprietary or Confidential Information obtained while in the employ of WIRX; or (iii) assign any invention which relates to or would be useful in any business or activities in which WIRX is engaged if such invention was conceived and reduced to practice by Employee prior to Employee’s employment with WIRX.

Assignment Obligations. 8 (c) Sublessee Obligations. . . . . . . . . . . . . . . . . . . . . . . 8 18. SIGNS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8