Contractor IP. Contractor hereby grants to IETF Trust and IETF LLC a perpetual, irrevocable, world-wide, non-exclusive, royalty-free, license to use, reproduce, display and otherwise fully exploit any Contractor IP incorporated into or otherwise necessary to use the Work Product or Services for the purposes for which they are intended, including with the right to sublicense to the IETF community and to IETF LLC’s service providers (but only to the extent necessary in order to permit IETF LLC to obtain the benefit of this Agreement); provided that neither the IETF Trust nor IETF LLC may sublicense Contractor IP in a manner that permits others to compete with Contractor in providing the Services.
Contractor IP. Contractor’s materials and other intellectual property (1) in existence prior to this Master Agreement, (2) created, developed or acquired during the Term but not exclusively for the State, or (3) identified as Contractor IP in the applicable SOW; or (4) otherwise developed or acquired independent of this Master Agreement and employed by the Contractor in connection with the Deliverables.
Contractor IP. Contractor shall retain all right, title and interest in and to all information, data, software, tools and other materials developed by or for Contractor other than the deliverables created as a result of the Services (“Contractor IP”). Contractor grants to Company a non-exclusive, irrevocable, worldwide, royalty-free license to use and create derivative works from any Contractor IP contained in the deliverables created as a result of the Services.
Contractor IP. As between the parties, all Contractor Intellectual Property is and shall remain the exclusive property of Contractor. Contractor hereby grants to Synergy, on a Project by Project basis, a fully paid-up, royalty free, irrevocable, worldwide, non-exclusive license to use such Contractor Intellectual Property solely for the purpose of, and only to the extent strictly necessary for, Synergy’s full use and enjoyment (including the commercialization of Products) of Work Product.
Contractor IP. Subject to the licenses granted in Section 12.3.4, as between Contractor and Customers, all Contractor Background IP and Contractor Foreground IP shall be the sole and exclusive property of Contractor. Without limitation, Contractor shall be entitled to use the Contractor Foreground IP for the development, manufacture and sale of products outside the scope of this Contract as well as for the manufacture and sale of the SDR Modem Platform to any third party.
Contractor IP. (a) The parties acknowledge that the Contractor is, and remains at all times, the owner of the Intellectual Property Rights in and in relation to the Contractor IP and any modification, enhancement or derivative of the Contractor IP.
Contractor IP. Contractor hereby grants to IETF Trust and IETF LLC a perpetual, irrevocable, world-wide, non-exclusive, royalty-free, license to use, reproduce, display and otherwise fully exploit any Contractor IP incorporated into or otherwise necessary to use the Work Product for the purposes for which they are intended, including with the right to sublicense to the IETF community and to IETF LLC’s service providers (but only to the extent necessary in order to permit IETF LLC to obtain the benefit of this Agreement); provided that (i) neither the IETF Trust nor IETF LLC may sublicense Contractor IP in a manner that permits others to compete with Contractor in providing the Services and (ii) solely with respect to the ARO Software, related code and modifications, and other Contractor IP explicitly identified by AMS in writing, the foregoing license granted to IETF Trust and IETF LLC will terminate together with this Agreement (provided that Contractor will provide IETF LLC with all IETF related data related or hosted by such software upon termination).
Contractor IP. Contractor or its licensors own all Intellectual Property rights in the Products provided under this Master Agreement, and all other tools, materials and technology that Contractor uses, provides or otherwise makes available for the purpose of providing the Products under this Master Agreement, including any items Contractor provides electronically or retains on Purchasing Entity’s premises for that purpose. Without limitation, Contractor’s Intellectual Property includes any works of authorship, program listings, tools, documentation, reports, specifications, implementations, drawings, work papers and similar works (“Work Product”); application programming instructions; documentation; sample code; software libraries; command line tools; templates; other related technology; and improvements and enhancements made to any of the foregoing (collectively, “Contractor IP”). Neither the Lead State, the Participating State or the Purchasing Entity have any right, title or interest in the Contractor IP, other than the license rights in Software, Work Product and any other Hitachi IP, as expressly stated in this Master Agreement and any license terms agreed to between Contractor and the Participating Entity and, if applicable, the Purchasing Entity. Purchasing Entity must not take any action nor permit any third-party to take or allow any action that will, or is likely to, jeopardize Contractor’s or its licensors’ rights in the Contractor IP, including to: (i) copy, modify, disassemble, decompile or otherwise reverse engineer any Contractor IP, except to the extent permitted by applicable law; (ii) sub-license any Contractor IP without Contractor’s prior written approval; (iii) register or seek to register anywhere in the world any competing Intellectual Property, or to use or allow the use of any Contractor IP for that purpose;
Contractor IP. Contractor shall retain all right, title and interest in and to all Contractor IP, including, but not limited to, any Contractor IP delivered to the State in accordance with Attachment A of this Contract. Should the State require a license for the use of Contractor IP in connection with the development or use of the Deliverables, the Contractor shall grant the State a royalty-free, revocable, nonexclusive license for such development and use. For the avoidance of doubt, Work Product shall not be deemed to include Contractor IP, provided the State shall be granted an irrevocable, perpetual, non-exclusive royalty-free license to any such Contractor IP that is incorporated into Work Product paid for, in full by the State. The State may not use Contractor IP for any purpose other than as specified in this Contract. Upon expiration or termination of this Contract, the State shall return or destroy all Contractor IP and all copies thereof, and the State shall have no further right or license to such Contractor IP. Except as set forth herein, the State acquires no rights or licenses, including, without limitation, intellectual property rights or licenses, to use Contractor IP for its own purposes. In no event shall the State claim any security interest or ownership interest in Contractor IP. Nothing in this Contract shall be construed to transfer, convey, restrict, impair or deprive Contractor of any of its ownership or proprietary rights or interest in any Contractor IP, work, ideas, inventions, discoveries, tools, methodology, computer programs, processes and improvements, computer processes, specifications, operating instructions, notes, and any other documentation (whether or not patentable) created by Contractor prior to, after or, other than Work Product, during the provision of the Services and the delivery of Work Product or which has been independently developed by Contractor without use of or reference to any State Information (hereinafter, “Contractor Property”). Contractor Property will not be incorporated into any Work Product unless otherwise agreed to by the State and Contractor in a separate Attachment to the Contract. Contractor retains all right, title and interest in and to Contractor IP and except for the specific license relating to the receipt of Contractor Services granted to the State hereunder and ownership by the State of Work Product, nothing shall or shall be construed as granting to the State and/or any third party any right or licens...
Contractor IP. MCCC acknowledges that, as between MCCC and Contractor, Contractor owns all right, title, and interest, including all intellectual property rights, in and to the services and documentation provided to MCCC or any authorized user (“Contractor IP”).
