Consultant Property. Except as set forth in Section 6 and excluding any Client Confidential Information, Consultant shall own all right, title and interest in and to all intellectual property, proprietary code, modules or any services, proprietary markings graphics and materials, previously developed by Consultant or any other deliverable or work product arising out of or about performance by Consultant pursuant to this Agreement (“Proprietary Materials”). Consultant’s use, incorporation, and/or modification of its Proprietary Materials in developing and/or delivering the Services shall not grant to Client any rights of use and/or ownership of such Proprietary Materials except as provided herein.
Consultant Property. During the Initial Period and the Subsequent Period, Consultant may use without cost to Consultant the items listed in Section I of Schedule 4.0 to this Consulting Agreement. At or before the end of the Subsequent Period, Consultant may purchase from Interenergy all or any of the items listed in Section I of Schedule 4.0 by paying to Interenergy a price not less than the fair market value of such items, as mutually agreed by Consultant and Interenergy. In addition, during the Initial Period, Consultant may use without cost to Consultant the items listed in Section II of Schedule 4.0. At or before the end of the Initial Period, Consultant may purchase from Interenergy all or any of the items listed in Section II of Schedule 4.0 by paying to Interenergy a price not less than the fair market value of such items, as mutually agreed by Consultant and Interenergy.
Consultant Property. Consultant will, however, retain full ownership rights in and to all templates, programs and other materials developed by Consultant or obtained or licensed from third parties by Consultant (“Consultant Property”) prior to or independent of the Services and without use of or reliance upon Company’s Confidential Information, regardless of whether such Consultant Property is used in the performance of the Services. Consultant hereby grants to Company a perpetual, non-exclusive, royalty-free, irrevocable, fully paid-up worldwide license to use Consultant Property solely to the extent required for Company’s use of the Company Work Products.
Consultant Property shall own all right, title, and interest in and to all intellectual property, including any patent, copyright, trademark, trade secret and similar rights, in the Licensed Software or any other deliverable or work product arising out of or about performance by Licensor or its Affiliates pursuant to this Agreement (“Consultant Property”). The parties acknowledge that performance of Services hereunder may result in the development by Consultant of new concepts, software, methods, techniques, processes, adaptations and ideas, in addition to Consultant's prior technology,which may be embodied in Consultant's deliverables. The parties agree that the same shall belong to Consultant exclusively. The parties understand and agree that future tasks that may be performedby Consultant pursuant to Work Orders may involve joint development of new technology or software. Unless a Work Order specifically states circumstances to the contrary, all such developments shall become the exclusive property of Consultant.
Consultant Property. Consultant reserves all rights not expressly granted under the Agreement. Without limiting the generality of the preceding sentence, all ideas, methodologies, inventions, concepts, know-how, techniques, trade secrets, or other intellectual property conceived, developed, or provided by Consultant, or used by Consultant to provide Services (“Consultant Property”), as well as the products, materials (including training materials), information, ideas, concepts, routines, know-how, techniques, tools, templates, models, software, libraries, procedures, documentation, technology, interfaces, databases, graphics, components, reports, processes, best practices, and methodologies owned or licensed by or developed, or developed on behalf of Consultant or its suppliers (“Consultant Intellectual Property”), are and will remain the sole and exclusive property of Consultant and/or its suppliers, except that to the extent that such materials incorporate Client’s Confidential Information, Client will retain all right, title, and interest in and to such Confidential Information.
Consultant Property. All devices, equipment, firmware, software, and intellectual property, including, but not limited to, intellectual property relating to data organization and/or management processes, software improvements, statistical methodologies, working practices, standard operating procedures, workflow solutions, and other procedures, practices, analysis, documentation, and expertise, which have been independently developed and which were owned by or licensed to Consultant prior to the commencement of any Services (“Consultant Property”) and any derivatives, improvements, enhancements or extensions of the Consultant Property developed by Consultant pursuant to or during the performance of the Services (“Improvements”) are the sole and separate property of the Consultant. All right, title, and interest in the Consultant Property and Improvements shall be and remain vested in Consultant and shall not be transferred to CLIENT. All such materials shall belong exclusively to Consultant with Consultant having the right to obtain and hold its own name copyrights, registrations or such other protection as may be appropriate to the subject matter, and any extensions and renewals thereof.
Consultant Property. The term “Consultant Property” has the meaning ascribed thereto in Section 7.3.
Consultant Property. Voyager acknowledges and agrees that, as of the Effective Date, Consultant and Consultant’s affiliates possess certain templates, programs, methodologies, processes, technologies and/or other materials relating directly to Consultant’s business that Consultant and its affiliates have developed, acquired, and/or licensed (a) independently of this Agreement and (b) without the benefit of any information provided to Consultant by or on behalf of Voyager (collectively with any and all associated intellectual property rights therein, the “Consultant Property”). Notwithstanding the foregoing, Consultant will retain full ownership (as between the parties) of all rights, title, and interest, throughout the world, in and to such Consultant Property, regardless of whether such Consultant Property is used in connection with Consultant’s performance of its obligations under this Agreement. Notwithstanding the foregoing, Consultant hereby grants to Voyager and its affiliates a perpetual, non-exclusive, fully paid-up worldwide, sublicensable license through multiple tiers, to use Consultant Property utilized by Consultant in the performance of Services and incorporated into the Work Product for Voyager and its Affiliates to practice, use, and exploit the Work Product for any and all purposes.
Consultant Property. The parties agree that the names of the Consultant and its affiliates, and their logos, trademarks, service marks or trade names, and any derivatives of such (collectively, “Consultant Property”) are the valuable property of the Consultant and its affiliates.
Consultant Property. Consultant will, however, retain full ownership rights in and to all templates, programs and other materials developed by Consultant or obtained or licensed from third parties by Consultant (“Consultant Property”) prior to or independent of the Services and without use of or reliance upon Ironwood’s Confidential Information, regardless of whether such Consultant Property is used in the performance of the Services. Consultant hereby grants to Ironwood a perpetual, non-exclusive, royalty-free, irrevocable, fully paid-up worldwide license to use Consultant Property solely to the extent required for Ironwood’s use of the Deliverables. Consultant represents and warrants that any of its employees, agents, consultants or contractors performing any of the Services hereunder are obligated, pursuant to written agreement, to assign to Consultant any rights that they may have in any intellectual property or Deliverables, such that Consultant is able to assign such rights to Ironwood hereunder.
