Background IP. As between the Parties, each Party will retain all right, title and interest in and to all of its Background IP.
Background IP any intellectual property rights owned or created by or on their behalf of a party and whether in existence prior to the Effective Date and/or created thereafter independently of this Agreement.
Background IP. Seller shall retain ownership of all IP owned or developed by Seller prior to the effective date of or outside the scope of this Contract (“Background IP”). Seller grants to Buyer an irrevocable, nonexclusive, sublicensable, perpetual, paid-up, royalty-free, worldwide license (i) to use, reproduce, distribute, modify, and prepare derivative works of such Background IP and (ii) to use, make, have made, offer for sale, sell, distribute and import products and services that incorporate or embody such Background IP, in each case solely as necessary for the purpose of exploiting Buyer’s rights in the Services or Foreground IP. Seller grants to Buyer such license rights for any purpose in the event Buyer cancels all or part of this Contract for Seller default in accordance with the “Cancellation for Default” Article of this Contract or in the event Buyer, in its own judgment, must provide Seller with design, manufacturing, or on-site support substantially in excess of what is required of Buyer under this Contract in order for Seller to comply with this Contract.
Background IP. The Parties agree that each Party shall retain all title, right and interest in and to its respective INTELLECTUAL PROPERTY RIGHTS, as of the date of entry into force of this Agreement (the “BACKGROUND IP”). Unless otherwise agreed herein, nothing in this Agreement shall be construed as a transfer, license, and/or assignment by a Party to the other Party of ownership of, title, right or interest in and to its respective BACKGROUND IP.
Background IP. Each Party shall retain ownership of intellectual property rights existing as of the Effective Date, or developed or acquired independently of the Research Program, and nothing in this Agreement shall assign any ownership to the other Party with respect to such intellectual property rights.
Background IP. Subject always to the rights and licenses expressly granted under this Agreement, each Party would, at all times and as between the Parties, continue to own all rights, title and interest in and to any and all Know-How and Intellectual Property that it owned or Controlled prior to the Effective Date, or which it generates, or to which it obtains rights, outside of this Agreement or outside of the Licenses (“Background IP”) on or after the Effective Date.
Background IP. Neither party shall, by virtue of this Agreement, acquire rights to Inventions, copyrights, technical information, or tangible property concurrently created or acquired outside of this Agreement or that are owned by the other party prior to entering into this Agreement, including any background technology required to practice Inventions. Such rights may or may not be available for licensing.
Background IP. Except as expressly otherwise provided herein, neither Party will, as a result of this Agreement, acquire any right, title, or interest in any intellectual property either (i) owned or controlled by another Party prior to the Effective Date or (ii) developed or acquired by another Party independently from, and in the case of Licensee without the use or reliance on the Technology.
Background IP. Each Party shall retain all title, right and interest in and to its respective Intellectual Property Rights existing as of the date of this Consortium Agreement or which is later developed independently from the Project (the “Background IP”). Unless otherwise agreed herein, nothing in this Consortium Agreement shall be construed as a transfer, license, and/or assignment by a Party to the other Party of ownership of, title, right or interest in and to its respective Background IP.
Background IP. Customer owns all rights, title, and interest in Customer’s Background IP. Google owns all rights, title, and interest in Google’s Background IP. Customer grants Google a license to use Customer’s Background IP to perform the Services (with a right to sublicense to Google Affiliates and subcontractors). Except for the license rights under Sections 3.2 (Google Technology) and 3.3 (Deliverables), neither party will acquire any right, title, or interest in the other party’s Background IP under this Services Schedule.
