COPYRIGHT AND CONFIDENTIALITY. 10.1 All information, advice and documents provided by us to you in connection with this Agreement and any Contract including any information, advice and documents relating to any of our Clients ("the Documents") shall be deemed confidential and shall remain our property (whether licensed or otherwise) along with all intellectual property rights therein. You shall not, without our prior written consent, make use of or disclose the Document except to the extent necessary to implement a Contract or where required by law. You shall not disclose to any other party the fact that you are working on a Contract. If you are working or have worked on a contract with the UK Government and you receive a request for information pursuant to the Freedom of Information Act, you agree that you will not provide the information requested but you will advise us of the request forthwith. 10.2 All Goods and Services created by you in connection herewith or otherwise on our or our Clients’ behalf shall be considered “works made for hire”, as that term is commonly used with respect to copyright, patent and other intellectual property rights, and shall, upon creation, be owned exclusively by us. 10.3 You hereby assign to us, free of charge and with full title guarantee, and further agree to transfer and assign to us whenever created, automatically and without the need for further action, exclusive ownership and all vested, contingent and future rights of copyright patent, and other intellectual property rights, and all rights in the nature of copyright patent, and other intellectual property rights in all languages, and all accrued rights of action, and all other rights of whatever nature in the Goods or Services (whether now known or in the future created or performed) to which you are now, or may be at any time after the date the Contract is made, entitled by virtue of or pursuant to any of the laws in force in each and every part of the world for the full period of copyright patent and other intellectual property rights in the Goods or Services. To the extent applicable law prevents transfer of such rights, you agree that we shall have the exclusive (even as against you), unlimited and perpetual worldwide right to use and permit others to use, reproduce, modify, distribute and license, through multiple tiers of sublicenses the Goods and Services, by any means now known or hereafter discovered. 10.4 You agree to execute any assignment, consent to file or sign any document that may be required in any country for any purpose regarding the subject matter hereof, as well as constituting proof of the right of us (i) to apply for copyright, patent, other intellectual property rights or other property protection for the Goods and Services, (ii) to claim any and all right of priority provided by any convention, treaty or agreement with respect to the Goods and Services, and (iii) to bring all actions or proceedings with respect to the Goods and Services in our own name, without your further consent. If we are unable, after reasonable effort, to secure your signature on any application for copyright patent, other intellectual property rights or other analogous registration or other documents regarding any legal protection relating to any Goods or Services, you hereby irrevocably designate and appoint us and our duly authorised officers and agents as your agent and attorney-in-fact, to act for and on your behalf and stead, to execute and file any such application or applications or other documents and to do all other lawfully permitted acts to further the prosecution and issuance of any patent and copyright registrations, other intellectual property rights or any other legal protection thereon with the same legal force and effect as if executed by you. 10.5 You agree that your obligations in this clause 10 are necessary and reasonable in order to protect us and our business. You agree that the remedy of damages would be inadequate to compensate us for any breach by you of your obligations set out under this clause 10. Accordingly, you agree that in addition to any other remedies that may be available we shall be entitled to seek injunctive relief against the threatened breach of this Agreement or the continuation of any such breach by you without the necessity of proving actual damages. 10.6 The provisions of this clause 10 shall survive the termination of this Agreement and/or any Contract.
Appears in 2 contracts
Samples: Language Services Agreement, Language Services Agreement
COPYRIGHT AND CONFIDENTIALITY. 10.1 All informationALL INFORMATION, advice and documents provided by us to you in connection with this Agreement and any Contract including any information, advice and documents relating to any of our Clients ADVICE AND DOCUMENTS PROVIDED BY US TO YOU IN CONNECTION WITH THIS AGREEMENT AND ANY CONTRACT INCLUDING ANY INFORMATION ADVICE AND DOCUMENTS RELATING TO ANY OF OUR CLIENTS ("the DocumentsTHE DOCUMENTS") shall be deemed confidential and shall remain our property SHALL BE DEEMED CONFIDENTIAL AND SHALL REMAIN OUR PROPERTY (whether licensed or otherwiseWHETHER LICENSED OR OTHERWISE) along with all intellectual property rights thereinALONG WITH ALL INTELLECTUAL PROPERTY RIGHTS THEREIN. You shall notYOU SHALL NOT, without our prior written consentWITHOUT OUR PRIOR WRITTEN CONSENT, make use of or disclose the Document except to the extent necessary to implement a Contract or where required by lawMAKE USE OF OR DISCLOSE THE DOCUMENT EXCEPT TO THE EXTENT NECESSARY TO IMPLEMENT A CONTRACT OR WHERE REQUIRED BY LAW. You shall not disclose to any other party the fact that you are working on a ContractYOU SHALL NOT DISCLOSE TO ANY OTHER PARTY THE FACT THAT YOU ARE WORKING ON A CONTRACT. If you are working or have worked on a contract with the IF YOU ARE WORKING OR HAVE WORKED ON A CONTRACT WITH THE UK Government and you receive a request for information pursuant to the Freedom of Information ActGOVERNMENT AND YOU RECEIVE A REQUEST FOR INFORMATION PURSUANT TO THE FREEDOM OF INFORMATION ACT, you agree that you will not provide the information requested but you will advise us of the request forthwithYOU AGREE THAT YOU WILL NOT PROVIDE THE INFORMATION REQUESTED BUT YOU WILL ADVISE US OF THE REQUEST FORTHWITH.
10.2 All Goods and Services created by you in connection herewith or otherwise on our or our Clients’ behalf shall be considered “works made for hire”, as that term is commonly used with respect to copyright, patent and other intellectual property rights, and shall, upon creation, be owned exclusively by us.
10.3 You hereby assign to us, free of charge and with full title guarantee, and further agree to transfer and assign to us whenever created, automatically and without the need for further action, exclusive ownership and all vested, contingent and future rights of copyright patent, and other intellectual property rights, and all rights in the nature of copyright patent, and other intellectual property rights in all languages, and all accrued rights of action, and all other rights of whatever nature in the Goods or Services (whether now known or in the future created or performed) to which you are now, or may be at any time after the date the Contract is made, entitled by virtue of or pursuant to any of the laws in force in each and every part of the world for the full period of copyright patent and other intellectual property rights in the Goods or Services. To the extent applicable law prevents transfer of such rights, you agree that we shall have the exclusive (even as against you), unlimited and perpetual worldwide right to use and permit others to use, reproduce, modify, distribute and license, through multiple tiers of sublicenses the Goods and Services, by any means now known or hereafter discovered.
10.4 You agree to execute any assignment, consent to file or sign any like document that may be required in any country for any purpose regarding the subject matter hereof, as well as constituting proof of the right of us (i) to apply for copyright, patent, other intellectual property rights or other property protection for the Goods and Services, (ii) to claim any and all right of priority provided by any convention, treaty or agreement with respect to the Goods and Services, and (iii) to bring all actions or proceedings with respect to the Goods and Services in our own name, without your further consent. If we are unable, after reasonable effort, to secure your signature on any application for copyright patent, other intellectual property rights or other analogous registration or other documents regarding any legal protection relating to any Goods or Services, you hereby irrevocably designate and appoint us and our duly authorised authorized officers and agents as your agent and attorney-in-fact, to act for and on your behalf and stead, to execute and file any such application or applications or other documents and to do all other lawfully permitted acts to further the prosecution and issuance of any patent and copyright registrations, other intellectual property rights or any other legal protection thereon with the same legal force and effect as if executed by you.
10.5 You agree that your obligations in this clause YOU AGREE THAT YOUR OBLIGATIONS IN THIS CLAUSE 10 are necessary and reasonable in order to protect us and our businessARE NECESSARY AND REASONABLE IN ORDER TO PROTECT US AND OUR BUSINESS. You agree that the remedy of damages would be inadequate to compensate us for any breach by you of your obligations set out under this clause YOU AGREE THAT THE REMEDY OF DAMAGES WOULD BE INADEQUATE TO COMPENSATE US FOR ANY BREACH BY YOU OF YOUR OBLIGATIONS SET OUT UNDER THIS CLAUSE 10. Accordingly, you agree that in addition to any other remedies that may be available we shall be entitled to seek injunctive relief against the threatened breach of this Agreement or the continuation of any such breach by you without the necessity of proving actual damages.ACCORDINGLY YOU AGREE THAT IN ADDITION TO ANY OTHER REMEDIES THAT MAY BE AVAILABLE WE SHALL BE ENTITLED TO SEEK INJUNCTIVE RELIEF AGAINST THE THREATENED BREACH OF THIS AGREEMENT OR THE CONTINUATION OF ANY SUCH BREACH BY YOU WITHOUT THE NECESSITY OF PROVING ACTUAL DAMAGES
10.6 You give consent to being recorded during any Telephony or Face to Face Interpreting at our discretion or that of the Client
10.7 The provisions of this clause 10 shall survive the termination of this Agreement and/or any Contract.
Appears in 2 contracts
Samples: Interpreting Services Agreement, Interpreting Services Agreement
COPYRIGHT AND CONFIDENTIALITY. 10.1 All information9.1 ALL INFORMATION, advice and documents provided by us to you in connection with this Agreement and any Contract including any information, advice and documents relating to any of our Clients ADVICE AND DOCUMENTS PROVIDED BY US TO YOU IN CONNECTION WITH THIS AGREEMENT AND ANY CONTRACT INCLUDING ANY INFORMATION ADVICE AND DOCUMENTS RELATING TO ANY OF OUR CLIENTS ("the DocumentsTHE DOCUMENTS") shall be deemed confidential and shall remain our property SHALL BE DEEMED CONFIDENTIAL AND SHALL REMAIN OUR PROPERTY (whether licensed or otherwiseWHETHER LICENSED OR OTHERWISE) along with all intellectual property rights thereinALONG WITH ALL INTELLECTUAL PROPERTY RIGHTS THEREIN. You shall notYOU SHALL NOT, without our prior written consentWITHOUT OUR PRIOR WRITTEN CONSENT, make use of or disclose the Document except to the extent necessary to implement a Contract or where required by lawMAKE USE OF OR DISCLOSE THE DOCUMENT EXCEPT TO THE EXTENT NECESSARY TO IMPLEMENT A CONTRACT OR WHERE REQUIRED BY LAW. You shall not disclose to any other party the fact that you are working on a ContractYOU SHALL NOT DISCLOSE TO ANY OTHER PARTY THE FACT THAT YOU ARE WORKING ON A CONTRACT. If you are working or have worked on a contract with the IF YOU ARE WORKING OR HAVE WORKED ON A CONTRACT WITH THE UK Government and you receive a request for information pursuant to the Freedom of Information ActGOVERNMENT AND YOU RECEIVE A REQUEST FOR INFORMATION PURSUANT TO THE FREEDOM OF INFORMATION ACT, you agree that you will not provide the information requested but you will advise us of the request forthwithYOU AGREE THAT YOU WILL NOT PROVIDE THE INFORMATION REQUESTED BUT YOU WILL ADVISE US OF THE REQUEST FORTHWITH.
10.2 9.2 All Goods and Services created by you in connection herewith or otherwise on our or our Clients’ behalf shall be considered “works made for hire”, as that term is commonly used with respect to copyright, patent and other intellectual property rights, and shall, upon creation, be owned exclusively by us.
10.3 9.3 You hereby assign give consent to us, free of charge and with full title guarantee, and further agree being recorded during any Telephony or Face to transfer and assign to us whenever created, automatically and without the need for further action, exclusive ownership and all vested, contingent and future rights of copyright patent, and other intellectual property rights, and all rights in the nature of copyright patent, and other intellectual property rights in all languages, and all accrued rights of action, and all other rights of whatever nature in the Goods Face Interpreting at our discretion or Services (whether now known or in the future created or performed) to which you are now, or may be at any time after the date the Contract is made, entitled by virtue of or pursuant to any that of the laws in force in each and every part of the world for the full period of copyright patent and other intellectual property rights in the Goods or Services. To the extent applicable law prevents transfer of such rights, you agree that we shall have the exclusive (even as against you), unlimited and perpetual worldwide right to use and permit others to use, reproduce, modify, distribute and license, through multiple tiers of sublicenses the Goods and Services, by any means now known or hereafter discovered.Client
10.4 You agree to execute any assignment, consent to file or sign any document that may be required in any country for any purpose regarding the subject matter hereof, as well as constituting proof of the right of us (i) to apply for copyright, patent, other intellectual property rights or other property protection for the Goods and Services, (ii) to claim any and all right of priority provided by any convention, treaty or agreement with respect to the Goods and Services, and (iii) to bring all actions or proceedings with respect to the Goods and Services in our own name, without your further consent. If we are unable, after reasonable effort, to secure your signature on any application for copyright patent, other intellectual property rights or other analogous registration or other documents regarding any legal protection relating to any Goods or Services, you hereby irrevocably designate and appoint us and our duly authorised officers and agents as your agent and attorney-in-fact, to act for and on your behalf and stead, to execute and file any such application or applications or other documents and to do all other lawfully permitted acts to further the prosecution and issuance of any patent and copyright registrations, other intellectual property rights or any other legal protection thereon with the same legal force and effect as if executed by you.
10.5 You agree that your obligations in this clause 10 are necessary and reasonable in order to protect us and our business. You agree that the remedy of damages would be inadequate to compensate us for any breach by you of your obligations set out under this clause 10. Accordingly, you agree that in addition to any other remedies that may be available we shall be entitled to seek injunctive relief against the threatened breach of this Agreement or the continuation of any such breach by you without the necessity of proving actual damages.
10.6 9.4 The provisions of this clause 10 9 shall survive the termination of this Agreement and/or any Contract.
Appears in 1 contract
Samples: Interpreting Services Agreement
COPYRIGHT AND CONFIDENTIALITY. 10.1 All information9.1 ALL INFORMATION, advice and documents provided by us to you in connection with this Agreement and any Contract including any information, advice and documents relating to any of our Clients ADVICE AND DOCUMENTS PROVIDED BY US TO YOU IN CONNECTION WITH THIS AGREEMENT AND ANY CONTRACT INCLUDING ANY INFORMATION ADVICE AND DOCUMENTS RELATING TO ANY OF OUR CLIENTS ("the DocumentsTHE DOCUMENTS") shall be deemed confidential and shall remain our property SHALL BE DEEMED CONFIDENTIAL AND SHALL REMAIN OUR PROPERTY (whether licensed or otherwiseWHETHER LICENSED OR OTHERWISE) along with all intellectual property rights thereinALONG WITH ALL INTELLECTUAL PROPERTY RIGHTS THEREIN. You shall notYOU SHALL NOT, without our prior written consentWITHOUT OUR PRIOR WRITTEN CONSENT, make use of or disclose the Document except to the extent necessary to implement a Contract or where required by lawMAKE USE OF OR DISCLOSE THE DOCUMENT EXCEPT TO THE EXTENT NECESSARY TO IMPLEMENT A CONTRACT OR WHERE REQUIRED BY LAW. You shall not disclose to any other party the fact that you are working on a ContractYOU SHALL NOT DISCLOSE TO ANY OTHER PARTY THE FACT THAT YOU ARE WORKING ON A CONTRACT. If you are working or have worked on a contract with the IF YOU ARE WORKING OR HAVE WORKED ON A CONTRACT WITH THE UK Government and you receive a request for information pursuant to the Freedom of Information ActGOVERNMENT AND YOU RECEIVE A REQUEST FOR INFORMATION PURSUANT TO THE FREEDOM OF INFORMATION ACT, you agree that you will not provide the information requested but you will advise us of the request forthwithYOU AGREE THAT YOU WILL NOT PROVIDE THE INFORMATION REQUESTED BUT YOU WILL ADVISE US OF THE REQUEST FORTHWITH.
10.2 9.2 All Goods and Services created by you in connection herewith or otherwise on our or our Clients’ behalf shall be considered “works made for hire”, as that term is commonly used with respect to copyright, patent and other intellectual property rights, and shall, upon creation, be owned exclusively by us.
10.3 9.3 You hereby assign to us, free of charge and with full title guarantee, and further agree to transfer and assign to us whenever created, automatically and without the need for further action, exclusive ownership and all vested, contingent and future rights of copyright patent, and other intellectual property rights, and all rights in the nature of copyright patent, and other intellectual property rights in all languages, and all accrued rights of action, and all other rights of whatever nature in the Goods or Services (whether now known or in the future created or performed) to which you are now, or may be at any time after the date the Contract is made, entitled by virtue of or pursuant to any of the laws in force in each and every part of the world for the full period of copyright patent and other intellectual property rights in the Goods or Services. To the extent applicable law prevents transfer of such rights, you agree that we shall have the exclusive (even as against you), unlimited and perpetual worldwide right to use and permit others to use, reproduce, modify, distribute and license, through multiple tiers of sublicenses the Goods and Services, by any means now known or hereafter discovered.
10.4 9.4 You agree to execute any assignment, consent to file or sign any like document that may be required in any country for any purpose regarding the subject matter hereof, as well as constituting proof of the right of us (i) to apply for copyright, patent, other intellectual property rights or other property protection for the Goods and Services, (ii) to claim any and all right of priority provided by any convention, treaty or agreement with respect to the Goods and Services, and (iii) to bring all actions or proceedings with respect to the Goods and Services in our own name, without your further consent. If we are unable, after reasonable effort, to secure your signature on any application for copyright patent, other intellectual property rights or other analogous registration or other documents regarding any legal protection relating to any Goods or Services, you hereby irrevocably designate and appoint us and our duly authorised authorized officers and agents as your agent and attorney-in-fact, to act for and on your behalf and stead, to execute and file any such application or applications or other documents and to do all other lawfully permitted acts to further the prosecution and issuance of any patent and copyright registrations, other intellectual property rights or any other legal protection thereon with the same legal force and effect as if executed by you.
10.5 9.5 YOU AGREE THAT YOUR OBLIGATIONS IN THIS CLAUSE 9 ARE NECESSARY AND REASONABLE IN ORDER TO PROTECT US AND OUR BUSINESS. YOU AGREE THAT THE REMEDY OF DAMAGES WOULD BE INADEQUATE TO COMPENSATE US FOR ANY BREACH BY YOU OF YOUR OBLIGATIONS SET OUT UNDER THIS CLAUSE 9. ACCORDINGLY YOU AGREE THAT IN ADDITION TO ANY OTHER REMEDIES THAT MAY BE AVAILABLE WE SHALL BE ENTITLED TO SEEK INJUNCTIVE RELIEF AGAINST THE THREATENED BREACH OF THIS AGREEMENT OR THE CONTINUATION OF ANY SUCH BREACH BY YOU WITHOUT THE NECESSITY OF PROVING ACTUAL DAMAGES
9.6 You agree give consent to being recorded during any Face to Face Interpreting at our discretion or that your obligations in this clause 10 are necessary and reasonable in order to protect us and our business. You agree that of the remedy of damages would be inadequate to compensate us for any breach by you of your obligations set out under this clause 10. Accordingly, you agree that in addition to any other remedies that may be available we shall be entitled to seek injunctive relief against the threatened breach of this Agreement or the continuation of any such breach by you without the necessity of proving actual damagesClient.
10.6 9.7 The provisions of this clause 10 9 shall survive the termination of this Agreement and/or any Contract.
Appears in 1 contract
Samples: Interpreting Services Agreement
COPYRIGHT AND CONFIDENTIALITY. 10.1 All informationALL INFORMATION, advice and documents provided by us to you in connection with this Agreement and any Contract including any informationADVICE AND DOCUMENTS PROVIDED BY US TO YOU IN CONNECTION WITH THIS AGREEMENT AND ANY CONTRACT INCLUDING ANY INFORMATION, advice and documents relating to any of our Clients ADVICE AND DOCUMENTS RELATING TO ANY OF OUR CLIENTS ("the DocumentsTHE DOCUMENTS") shall be deemed confidential and shall remain our property SHALL BE DEEMED CONFIDENTIAL AND SHALL REMAIN OUR PROPERTY (whether licensed or otherwiseWHETHER LICENSED OR OTHERWISE) along with all intellectual property rights thereinALONG WITH ALL INTELLECTUAL PROPERTY RIGHTS THEREIN. You shall notYOU SHALL NOT, without our prior written consentWITHOUT OUR PRIOR WRITTEN CONSENT, make use of or disclose the Document except to the extent necessary to implement a Contract or where required by lawMAKE USE OF OR DISCLOSE THE DOCUMENT EXCEPT TO THE EXTENT NECESSARY TO IMPLEMENT A CONTRACT OR WHERE REQUIRED BY LAW. You shall not disclose to any other party the fact that you are working on a ContractYOU SHALL NOT DISCLOSE TO ANY OTHER PARTY THE FACT THAT YOU ARE WORKING ON A CONTRACT. If you are working or have worked on a contract with the IF YOU ARE WORKING OR HAVE WORKED ON A CONTRACT WITH THE UK Government and you receive a request for information pursuant to the Freedom of Information ActGOVERNMENT AND YOU RECEIVE A REQUEST FOR INFORMATION PURSUANT TO THE FREEDOM OF INFORMATION ACT, you agree that you will not provide the information requested but you will advise us of the request forthwithYOU AGREE THAT YOU WILL NOT PROVIDE THE INFORMATION REQUESTED BUT YOU WILL ADVISE US OF THE REQUEST FORTHWITH.
10.2 All Goods and Services created by you in connection herewith or otherwise on our or our Clients’ behalf shall be considered “works made for hire”, as that term is commonly used with respect to copyright, patent and other intellectual property rights, and shall, upon creation, be owned exclusively by us.
10.3 You hereby assign to us, free of charge and with full title guarantee, and further agree to transfer and assign to us whenever created, automatically and without the need for further action, exclusive ownership and all vested, contingent and future rights of copyright patent, and other intellectual property rights, and all rights in the nature of copyright patent, and other intellectual property rights in all languages, and all accrued rights of action, and all other rights of whatever nature in the Goods or Services (whether now known or in the future created or performed) to which you are now, or may be at any time after the date the Contract is made, entitled by virtue of or pursuant to any of the laws in force in each and every part of the world for the full period of copyright patent and other intellectual property rights in the Goods or Services. To the extent applicable law prevents transfer of such rights, you agree that we shall have the exclusive (even as against you), unlimited and perpetual worldwide right to use and permit others to use, reproduce, modify, distribute and license, through multiple tiers of sublicenses the Goods and Services, by any means now known or hereafter discovered.
10.4 You agree to execute any assignment, consent to file or sign any like document that may be required in any country for any purpose regarding the subject matter hereof, as well as constituting proof of the right of us (i) to apply for copyright, patent, other intellectual property rights or other property protection for the Goods and Services, (ii) to claim any and all right of priority provided by any convention, treaty or agreement with respect to the Goods and Services, and (iii) to bring all actions or proceedings with respect to the Goods and Services in our own name, without your further consent. If we are unable, after reasonable effort, to secure your signature on any application for copyright patent, other intellectual property rights or other analogous registration or other documents regarding any legal protection relating to any Goods or Services, you hereby irrevocably designate and appoint us and our duly authorised authorized officers and agents as your agent and attorney-in-fact, to act for and on your behalf and stead, to execute and file any such application or applications or other documents and to do all other lawfully permitted acts to further the prosecution and issuance of any patent and copyright registrations, other intellectual property rights or any other legal protection thereon with the same legal force and effect as if executed by you.
10.5 You agree that your obligations in this clause YOU AGREE THAT YOUR OBLIGATIONS IN THIS CLAUSE 10 are necessary and reasonable in order to protect us and our businessARE NECESSARY AND REASONABLE IN ORDER TO PROTECT US AND OUR BUSINESS. You agree that the remedy of damages would be inadequate to compensate us for any breach by you of your obligations set out under this clause YOU AGREE THAT THE REMEDY OF DAMAGES WOULD BE INADEQUATE TO COMPENSATE US FOR ANY BREACH BY YOU OF YOUR OBLIGATIONS SET OUT UNDER THIS CLAUSE 10. Accordingly, you agree that in addition to any other remedies that may be available we shall be entitled to seek injunctive relief against the threatened breach of this Agreement or the continuation of any such breach by you without the necessity of proving actual damagesACCORDINGLY YOU AGREE THAT IN ADDITION TO ANY OTHER REMEDIES THAT MAY BE AVAILABLE WE SHALL BE ENTITLED TO SEEK INJUNCTIVE RELIEF AGAINST THE THREATENED BREACH OF THIS AGREEMENT OR THE CONTINUATION OF ANY SUCH BREACH BY YOU WITHOUT THE NECESSITY OF PROVING ACTUAL DAMAGES.
10.6 The provisions of this clause 10 shall survive the termination of this Agreement and/or any Contract.
Appears in 1 contract
Samples: Translation Services Agreement