Customer Material. Customer shall retain all rights, title and interest in any and all Customer products, data, plans, specifications, reports, designs, network architecture, documentation and other similar information, or any derivatives thereof, developed, used or disclosed by Customer in its receipt of Professional Services under this Agreement and any applicable SOW (collectively “Customer Materials”). Except as explicitly set forth herein, no rights, title and interest in any Customer Materials are transferred to ForeScout.
Customer Material. (a) Unless expressly specified otherwise in this Agreement:
(i) the Customer or its licensors (as applicable) retains ownership of all Intellectual Property Rights subsisting in all Customer Materials; and
(ii) any modification or enhancement to any Customer Material is deemed to form part of the Customer Materials and all Intellectual Property Rights in such modification or enhancement vest in the Customer immediately from creation.
(b) If any Customer Material is modified or enhanced by or on behalf of the Supplier, then the Supplier assigns to the Customer all Intellectual Property Rights it has in such modification or enhancement immediately from creation (and will do all things necessary to give effect to that assignment).
(c) The Customer grants to the Supplier for the Term a non- exclusive, global licence to use, reproduce and modify the Customer Material solely for purposes of enabling the Supplier to provide ProcurePro to the Customer and otherwise to perform its obligations under this Agreement and for any other purposes that the Customer expressly agrees in writing. This licence includes the right to sublicense.
(d) The Customer is solely responsible for all Customer Material and, to the extent permitted by law, the Supplier will not be liable in connection with any Customer Material.
(e) The Supplier may collect, copy, transmit, analyse or otherwise use anonymised Customer Material (including without limitation, the Customer's use of Customer Material, information concerning Customer Material and data derived therefrom) to maintain and improve ProcurePro. Once anonymous, such information is Supplier Material (and not Customer Material).
Customer Material. 16.1 The Customer grants Xxxxxxx Associates a non-exclusive, transferable and royalty-free licence (including the right to grant sub-licences to the Permitted Subcontractors) to use the Customer's system(s), Customer Materials and the Bespoke Solutions for the Term to the extent required to enable Xxxxxxx Associates to perform its obligations under this Agreement. As between the Customer and Xxxxxxx Associates, the Customer shall own all Intellectual Property Rights and title in the Customer Materials.
16.2 The Customer will indemnify and hold harmless Xxxxxxx Associates from and against all Liabilities which Xxxxxxx Associates incurs or suffers in respect of any claim or action brought against it by any third party during the Term, claiming that the use of any Customer Material provided or made available to Xxxxxxx Associates by or on behalf of the Customer under or in connection with this Agreement infringes a third party’s Intellectual Property Rights.
16.3 Other than as set out in this Agreement, neither party shall have any right to use any of the other party's names, logos or trade-marks without the other party's prior written consent.
Customer Material. 5.1. You may have an opportunity to publish, transmit, submit or otherwise post (collectively, "Post") reviews, comments or other materials (collectively, "Customer Material"), including in the Course chat. When you post the Customer Material in the Course chat, it may be available to other customers who enrolled in the relevant Course. Given this, in order to keep our Services enjoyable for all of our Customers, we ask you to adhere to the following rules.
5.2. Please choose carefully the Customer Material you Post. Please limit yourself to Customer Material directly relevant to Services. Moreover, you must not Post Customer Material that: (a) contains unsuitable materials; (b) infringes intellectual property rights of third parties; or (c) improperly claims the identity of another person. You should also be careful if you decide to Post personally identifiable information, such as your full name, email address, telephone number or address.
5.3. We reserve the right to delete the Customer Material you have Posted if we consider it is inappropriate. We reserve the right to remove you from the Course chat if you Post inappropriate Customer Material. We decide what is inappropriate Customer Material solely at our discretion.
Customer Material. (a) The Customer agrees and acknowledges that it is solely responsible for any Customer Material.
(b) While HotDeskPlus will seek to ensure that the Products, Goods and Services are as accurate as possible, the Customer acknowledges and agrees that:
(i) HotDeskPlus is not responsible for any Customer Material or other information input into the Products, Goods and Services by the Customer and/or its Personnel;
(ii) it must ensure that all Customer Material that is input into the Products, Goods and Services is accurate, complete and up-to- date;
(iii) it has sufficient rights to all Customer Material, to hold the Customer Material and input it to the Products, Goods and Services; and
(iv) it has obtained from all individuals and third parties any required Consents and have provided all required notices with respect to the collection, retention, disclosure and use of the Customer Material as contemplated for the purposes of this Agreement that are required under applicable laws.
(c) The Customer, in the event that it discovers that any Customer Material input by it into the Products, Goods and Services is not accurate, complete or up- to-date, will promptly notify HotDeskPlus and update the Customer Material.
(d) HotDeskPlus reserves the right to modify, update, edit or delete Customer Material where it deems such Customer Material is a risk to the security, accuracy or integrity of the Products, Goods and Services, and may do so without prior written notice to the Customer, but will use reasonable endeavours to notify the Customer as soon as reasonably practical in the event of such deletion.
(e) The Customer must ensure that Customer Material, and its collection, use, processing, disclosure and dissemination via the Products, Goods and Services:
(i) will not infringe any Intellectual Property Rights of any person; and
(ii) complies with all applicable Laws (including Privacy Laws, where applicable).
(f) Notwithstanding any other clause in this Agreement, the Customer agrees that HotDeskPlus will have the right to access, use, adapt, modify, reproduce, reformat, transform, and process Customer Material for the purpose of:
(i) providing the Customer with the Products, Goods and Services;
(ii) internal training; and
(iii) testing, improving and developing new features for the Products, Goods and Services, and grants HotDeskPlus a perpetual, royalty-free, worldwide, transferable, non-exclusive licence to do so, including the right to sub-license.
Customer Material. As between Revel and Customer, Customer will retain all of its right, title and interest in and to Customer Materials. Customer hereby grants Revel a limited, non-exclusive, non-transferable (except in connection with an assignment of this Agreement pursuant to Section 12.7 (Assignment)), non-sublicensable right to access and use (and to allow its Affiliates, contractors and subcontractors to access and use) Customer Materials in connection with the performance of Professional Services and provision of Deliverables and otherwise in connection with its performance under this Agreement.
Customer Material. If the Solution allows you to upload any material or make any material publicly accessible, then you shall be solely responsible for all material that you wish to publish through the Solution or that you otherwise submit to the Solution (“Customer Material”). You represent and warrant that no Customer Material (a) infringes the intellectual property, publicity, privacy or moral rights of any third party, (b) contains any material that is defamatory, harassing or threatening; (c) contains any pornography or obscene material; (d) contains any malware or other material that is illegal or fraudulent, (e) contains any information that is subject to restrictions under applicable export control law, or (f) contains any links that direct users to Internet websites or applications that contain any of the content listed in (a) through (d) above (collectively, “Prohibited Content”). You provide Company and GeoCloud with a worldwide, non-exclusive, royalty-free, and sublicensable license of all worldwide rights necessary to duplicate, publish, display and make available Customer Materials through the Solution, and you hereby warrant that you have the right to provide such license.
Customer Material. (a) The Customer grants to the Supplier for the Term a non- exclusive, global licence to use, reproduce and modify the Customer Material solely for purposes of enabling the Supplier to provide Hyra iQ to the Customer and otherwise to perform its obligations under this agreement and for any other purposes that the Customer expressly agrees in writing. This licence includes the right to sublicense.
(b) The Customer is solely responsible for all Customer Material and, to the extent permitted by law, the Supplier will not be liable in connection with any Customer Material.
(c) The Supplier may collect, copy, transmit, analyse or otherwise use anonymised Customer Material (including without limitation, the Customer's use of Customer Material, information concerning Customer Material and data derived therefrom) to maintain and improve Hyra iQ. Once anonymous, such information is Supplier Material (and not Customer Material).
Customer Material. Be responsible for the accuracy and completeness of all Customer Material and other data and information, provided to SPINWELL-GLU for the purposes of SPINWELL-GLU providing the Services;
Customer Material. Customer hereby agrees that in addition to the rights and obligations set forth herein, Customer shall also assume the responsibilities and obligations set forth in the CHOP Sponsor/IND Holder: Authorities and Responsibilities Policy 026 (“QMP 026”), attached hereto as Exhibit B and which is hereby incorporated and made part of this Agreement and which may be amended from time to time. CHOP may revise and change QMP 026 at its sole discretion, and after any such change, CHOP will notify Customer in accordance with the notice terms set forth herein. For the avoidance of any doubt, for viral vector manufacturing, Customer agrees that it shall be responsible for providing CHOP the plasmid with the particular gene of interest, and any packaging plasmids which are not available as standard packaging plasmids at CHOP (“Customer Material”).