Design Plans; Intellectual Property Sample Clauses

Design Plans; Intellectual Property. (a) Exhibit A and Exhibit B attached hereto set forth the current design plans for the Century Plant Project, which plans are still under development and formulation by the Construction Manager. Commencing on the Effective Date, the Construction Manager shall, in consultation with Owner in accordance with this Section 2.2(a), revise and update Exhibit A and Exhibit B to set forth the final design plans for the Century Plant Project, including the final
Sample 1
AutoNDA by SimpleDocs
Design Plans; Intellectual Property. (a) Exhibit A and Exhibit B attached hereto set forth the current design plans for the Century Plant Project, which plans are still under development and formulation by the Construction Manager. Commencing on the Effective Date, the Construction Manager shall, in consultation with Owner in accordance with this Section 2.2(a), revise and update Exhibit A and Exhibit B to set forth the final design plans for the Century Plant Project, including the final technical specifications and construction drawings for the Century Plant Project; provided that the design specifications set forth in Appendix 1 of Exhibit A may not be revised or updated without the Owner’s written consent. During the period of time commencing on the Effective Date and ending on the date the Construction Manager notifies the Owner in writing that the Construction Manager and Owner have completed the hazardous operations review with respect to the design of the Century Plant Project (the “Design Plan Review Period”), the Owner shall have the right to consult with the Construction Manager in preparing the design plans for the Century Plant Project and to provide comments to, and suggestions in respect of, such design plans. During the Design Plan Review Period, the Parties shall determine whether the Gas Treating Plant will be air cooled or water cooled in accordance with Section 2.19(b). If the Construction Manager believes any comments or suggestions made by the Owner in respect of Exhibit A or Exhibit B during the Design Plan Review Period are likely to increase the Construction Manager’s cost of performing the Services and/or delay the achievement of any Target Milestone or Critical Path Milestone, then the Parties shall mutually agree how such increased costs shall be allocated between the Parties and/or the number of days to extend any Target Milestone or Critical Path Milestone; provided that the Construction Manager shall bear any increased costs caused by, and no Target Milestone or Critical Path Milestone shall be extended for, comments or suggestions related to changes that are necessary for the Construction Manager to comply with its obligations under Section 2.3. Any dispute arising during the Design Plan Review Period, including regarding (i) the completion of the hazardous operations review, (ii) the determination of whether the Gas Treating Plant will be air cooled or water cooled, and (iii) the allocation of increased costs or the extension of any Target Milestone or Critica...
Sample 1

Related to Design Plans; Intellectual Property

  • Intellectual Property, etc Each of Holdings and each of its Subsidiaries owns or has the right to use all domestic and foreign patents, trademarks, permits, domain names, service marks, trade names, copyrights, licenses, franchises, inventions, trade secrets, proprietary information and know-how of any type, whether or not written (including, but not limited to, rights in computer programs and databases) and formulas, or other rights with respect to the foregoing, and has obtained assignments of all leases, licenses and other rights of whatever nature, in each case necessary for the conduct of its business, without any known conflict with the rights of others which, or the failure to obtain which, as the case may be, individually or in the aggregate, has had, or could reasonably be expected to have, a Material Adverse Effect.

  • Licenses; Intellectual Property Maintain, and cause each Subsidiary of the Borrower to maintain, in full force and effect, all licenses, franchises, Intellectual Property, permits, authorizations and other rights as are necessary for the conduct of its business, the loss of which could reasonably be expected to have a Material Adverse Effect.

  • Intellectual Properties (a) All ownership, copyright, patent, trade secrecy and other rights in all works, designs, inventions, ideas, manuals, improvements, discoveries, processes, customer lists or other properties (the "Intellectual Properties") made or conceived by Executive during the term of his/her employment by the Company shall be the rights and property solely of the Company, whether developed independently by Executive or jointly with others, and whether or not developed or conceived during regular working hours or at the Company's facilities, and whether or not the Company uses, registers, or markets the same.

  • Other Intellectual Property Joint ownership; exceptions

  • Intellectual Property Ownership We, our affiliates and our licensors will own all right, title and interest in and to all Products. You will be and remain the owner of all rights, title and interest in and to Customer Content. Each party will own and retain all rights in its trademarks, logos and other brand elements (collectively, “Trademarks”). To the extent a party grants any rights or licenses to its Trademarks to the other party in connection with this Agreement, the other party’s use of such Trademarks will be subject to the reasonable trademark guidelines provided in writing by the party that owns the Trademarks.

  • Intellectual Property; Software (a) Schedule 4.12 contains a list and description (showing in each case any product, device, process, service, business or publication covered thereby, the registered or other owner, expiration date and number, if any) of all Copyrights, Patent Rights and Trademarks owned by, licensed to or used by the Company.

  • Intellectual Property Licenses Notwithstanding anything to the contrary contained in the TSA, and except as otherwise provided in Section 5.13 of the SPA, it shall be the responsibility of the Receiving Party (at the Receiving Party’s sole cost and expense) to obtain all licenses associated with the use of third party intellectual property, including but not limited to copyrights (e.g., software), trademarks and patents (and/or consents and extensions relating to such licenses), if any, necessary for the provision of Services to the Receiving Party during the Term. The Service Provider agrees to use commercially reasonable efforts to assist the Receiving Party in its negotiations with any licensors from whom the Receiving Party may require such a license (or consent or extension) during the Term. In the event the Receiving Party is unable to obtain a necessary license, consent or extension, the Services related to such license shall be removed from the scope of the TSA, without a reduction in fees or payments owed by the Receiving Party under the TSA. In all events, and in addition to (and not in limitation of) any similar rights that the Service Provider may have under the TSA, the Receiving Party shall indemnify, defend and hold the Service Provider harmless from and against any actions, liabilities and/or claims relating to the licenses and the license matters discussed in this provision. The Receiving Party’s obligation to pay any fees under this Section 1.5 shall apply whether or not such claims for fees arise from the Receiving Party’s continued or past access to or benefit from third party intellectual property. The Receiving Party also acknowledges the Service Provider’s right to initiate discussion with third party licensors that may involve the Receiving Party’s use of intellectual property. All negotiated agreements with third party licensors for the future use of or rights to intellectual property and associated services shall be at the cost of the Service Provider, provided that the Receiving Party shall bear the cost of incremental third party use fees which are specifically identified in the agreements with the third party licensors and which relate solely to the Receiving Party’s use (“Incremental License Fees”). Such Incremental License Fees shall be approved in advance in writing by the Receiving Party, which approval shall not be unreasonably withheld or delayed.

  • Existing Intellectual Property Other than as expressly provided in this AGREEMENT, neither PARTY grants nor shall be deemed to grant any right, title or interest to the other PARTY in any PATENT, PATENT APPLICATION, KNOW-HOW or other intellectual property right CONTROLLED by such PARTY as of the EFFECTIVE DATE.

  • Intellectual Property Filings Such patent, trademark and copyright notices, filings and recordations necessary or appropriate to perfect the security interests in intellectual property and intellectual property rights, as determined by the Collateral Agent.

  • Intellectual Property; Licenses, Etc The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person. No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Time is Money Join Law Insider Premium to draft better contracts faster.