BY KODAK Sample Clauses

BY KODAK. Life F/X may not use or display any Kodak tradenames, trademarks or service marks ("Marks"), nor permit them to be displayed or used by third parties, without the prior written approval of Kodak. Kodak to provide Life F/X with language regarding permitted use of trademarks within 30 days of the execution of this Agreement.
Sample 1
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BY KODAK. KODAK shall own all right, title and interest in and to any -------- Improvements developed by KODAK or CALCOMP, solely or jointly, which relate to water-based pigmented Inks or Media, including all intellectual property rights (excluding trade names or trademarks), and KODAK shall have the right to apply for copyrights, patents (including utility and design patents), or other protection for such intellectual property rights anywhere in the world under its own name and at its own expense. If CALCOMP makes any Improvement related to water-based pigmented Inks or Media, CALCOMP shall, and hereby does, transfer to KODAK all right, title and interest in and to such Improvement. CALCOMP agrees that it shall promptly notify KODAK of any Improvement and shall take all actions and execute all documents as KODAK may reasonably request, to effectuate the acknowledgment of KODAK's ownership of the Improvement and the vesting in KODAK of complete and exclusive ownership of any such Improvement. CALCOMP shall secure, maintain and defend for KODAK's benefit, all rights in such Improvements, including the right to submit any patent or copyright or trademark application or registration. Notwithstanding the foregoing, CALCOMP shall have the right to develop independently from KODAK and without use of any of the KODAK Background Technology, its own water-based pigmented Inks and Media and will own all rights therein, including all intellectual property rights. In connection with CALCOMP's right to develop independently from KODAK its own dye-based, solvent-based pigmented Inks, and water-based pigmented Inks and maintain CALCOMP's ownership of all rights therein, the parties acknowledge that CALCOMP may conduct such independent development with respect to dye-based, solvent-based pigmented Inks, or water-based pigmented Inks using Printheads, Print Engines and Printers and prototypes thereof developed in the Joint Development Project; provided, however, that such CALCOMP independent development activity shall not use KODAK Background Technology directed to dye-based, solvent-based pigmented Inks, or water-based pigmented Inks.
Sample 1

Related to BY KODAK

  • By Seller At Closing, Seller shall deliver to Buyer the following:

  • By Both Parties Each Party hereby represents, warrants and covenants to the other Party as of the Effective Date as follows:

  • By Company The Company may terminate the Executive’s employment under this Agreement by giving Notice of Termination to the Executive:

  • By Licensor Licensor represents and warrants that:

  • By Licensee Licensee shall defend, indemnify, and hold harmless Licensor, the REGENXBIO Licensors, and their respective shareholders, members, officers, trustees, faculty, students, contractors, agents, and employees (individually, a “Licensor Indemnified Party” and, collectively, the “Licensor Indemnified Parties”) from and against any and all Third Party liability, loss, damage, action, claim, fee, cost, or expense (including attorneys’ fees) (individually, a “Third Party Liability” and, collectively, the “Third Party Liabilities”) suffered or incurred by the Licensor Indemnified Parties from claims of such Third Parties that result from or arise out of: [*]; provided, however, that Licensee shall not be liable for claims to the extent based on any breach by Licensor of the representations, warranties, or obligations of this Agreement or the gross negligence or intentional misconduct of any of the Licensor Indemnified Parties. Without limiting the foregoing, Licensee must defend, indemnify, and hold harmless the Licensor Indemnified Parties from and against any Third Party Liabilities resulting from:

  • By Client Client agrees to indemnify, defend and hold Agency, its officers, directors, employees, agents, attorneys, subsidiaries, affiliated companies, parent companies, representatives, and successors and assigns, harmless from and against all Losses to the extent such Losses arise out of or are primarily related to (i) the negligent or wrongful acts, errors, or omissions of Client or its employees, agents affiliates, assigns or any creditor or prior account holder, or the employees or agents of any of them, in connection with this Agreement, including but not limited to errors or omissions in connection with information furnished by Client to Agency concerning a Referred Account, or (ii) any collection effort by Client or any other collection agency as to a Referred Account.

  • By Each Party Each party represents and warrants to the other party as follows:

  • By Sellers Subject to the limitations set forth in this Article 10, from and after the Closing Date, Sellers (including Parent), jointly and severally, shall indemnify, save and hold harmless Buyer, its Affiliates and Subsidiaries, and its and their respective Representatives, from and against any and all costs, losses, Taxes, Liabilities, obligations, damages, lawsuits, deficiencies, claims, demands, and expenses (whether or not arising out of third-party claims), including, without limitation, interest, fines penalties, costs of mitigation, losses in connection with any Environmental Law (including, without limitation, any clean-up or remedial action), other losses resulting from any shutdown or curtailment of operations, damages to the environment, attorneys' fees and all amounts paid in investigation, defense or settlement of any of the foregoing, including any of the foregoing incurred or suffered by any Entity (herein, "Damages"), incurred in connection with, arising out of, resulting from or incident to (i) any breach of any representation or warranty or the inaccuracy of any representation, made by Sellers, or any of them, in or pursuant to this Agreement, disregarding for the purpose of this Section 10.4(a) in determining whether there has been a breach by Sellers of any representation or warranty set forth in this Agreement any materiality standards or exceptions included in the representation or warranty at issue; (ii) any breach of any covenant or agreement made by Sellers, or any of them, in or pursuant to this Agreement; (iii) any Excluded Liability or (iv) any Liabilities (y) for or arising out of or related to the violation by any Seller or Entity of any Health Care Laws prior to the Closing or (z) for or arising out of or related to any action taken or omission occurring prior to the Closing which, with notice, passage of time or both (whether before or after the Closing) would result in a violation by any Seller or any Entity, or any predecessor-in-interest to any Seller or Entity of an interest in any Entity, of any Health Care Law.

  • By Either Party Either party may terminate this Agreement for convenience at any time effective after the first (1st) anniversary of the Installation Date by providing ninety (90) days' prior written notice to the other party at any time thereafter.

  • By Purchaser Purchaser represents and warrants to Seller that:

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