Developed Works Sample Clauses

Developed Works. Subject to Section 3, Licensee acknowledges and agrees that Licensor shall have exclusive, unlimited ownership rights to intellectual property, works, work product, and all other materials and items, tangible or intangible, created or developed by Licensor as a result of or in connection with the Business, whether as individual items or as combinations of components, whether or not jointly developed with others and whether or not completed, including all inventions, discoveries, improvements, concepts, ideas, research, drafts, notes, and data, together with all intellectual property rights appurtenant thereto (collectively, “Developed Works”). In the event and to the extent that exclusive title or ownership rights may not or do not originally vest in Licensor as contemplated hereunder, Licensee hereby agrees to irrevocably (subject to Section 3) assign, transfer and convey to Licensor all right, title and interest therein and shall give Licensor, and any Licensor designee, all reasonable assistance and execute all documents necessary to assist or enable Licensor to perfect, preserve (subject to Section 3), register and record its rights in and to such Developed Works. Licensee hereby irrevocably appoints Licensor as its attorney-in-fact, coupled with an interest, to execute and file any such documents in Licensee’s name. For the avoidance of doubt, subject to Section 3, Licensee may not use the Developed Works for any purpose other than to develop, operate, maintain and support the Database and otherwise in connection with the Business. Notwithstanding anything to the contrary set forth in these Terms, Licensor shall not own any intellectual property rights Licensee acquires from collaborations with third parties with respect to Member Data.
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Developed Works. (a) Xxxxxx will promptly disclose to the Company, in confidence and (if requested by the Company) in writing, any discoveries, inventions, data, information, procedures, conclusions and other results conceived, created, developed, made or prepared by Xxxxxx in connection with or as a result of the performance of his Consulting Services or otherwise based on any Confidential Information received by Xxxxxx (“Developed Works”). The Company will be the sole owner of all Developed Works and all intellectual property rights with respect thereto throughout the world. Xxxxxx hereby irrevocably assigns to the Company all right, title and interest of Xxxxxx in and to any and all Developed Works and all intellectual property rights with respect thereto, whether or not patentable, copyrightable or protectable as trade secrets. Xxxxxx acknowledges that any Developed Work which is an original work of authorship and which is copyrightable is a “work made for hire,” as that term is defined in the United States Copyright Act. In addition to the foregoing assignment of Developed Works (and all intellectual property rights with respect thereto) to the Company, Xxxxxx hereby irrevocably assigns to the Company any and all “moral rights” that Xxxxxx may have in or with respect to any Developed Work, and Xxxxxx forever waives and agrees not to assert any and all “moral rights” he may have in or with respect to any Developed Work. All Developed Works will constitute Confidential Information subject to the provisions of Section 7(b) above. (b) Xxxxxx agrees to assist the Company in obtaining and, from time to time, enforcing United States and foreign intellectual property rights relating to Developed Works assigned hereunder to the Company. To that end, Xxxxxx will execute, verify and deliver such documents and perform such other acts as the Company may reasonably request for use in applying for, obtaining, perfecting, evidencing, sustaining and enforcing such intellectual property rights and the assignment thereof. In addition, Xxxxxx will execute, verify and deliver assignments of such intellectual property rights to the Company or its designee.
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Developed Works. The following deliverables are considered Developed Works for the purposes of this SOW. These deliverables were defined in the Responsibilities section and are due in accordance with the estimated schedule in Section 7. Deliverables of Task 1 -Qualzoom Project Management · Project Plan Deliverables of Task 2 -Software Release development · Release Candidate for Acceptance · Final Release Deliverables of Task 3 -IOT and Regression Testing · IOT/Regression Test Report Deliverables of Task 4 -Development during Support phase · Maintenance Release (if any) Deliverables of Task 5 -Verification and Regression Testing during Support phase · Verification Testing Summary Report
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Developed Works. Licensor shall have all rights, title and interest in any Developed Work and any related documentation and all rights, title and interest in and to all patent, copyright, mask work rights, trade secrets, trademarks, moral rights, and any other intellectual property rights contained in or derived from the Developed Work or related documentation. Notwithstanding the foregoing, Licensor shall grant Avaya an exclusive license to use the Developed Works and related documentation as a Licensed Product under the terms of the Agreement at no additional royalties or costs, which license shall remain exclusive until the expiration or termination of the Agreement.
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Developed Works. Works created, made, or developed by Contractor or Subcontractors, either solely or jointly with the Court, in the course of the performance of the Services under this Agreement, and all Intellectual Property Rights therein and thereto, including, without limitation, (i) all work-in-progress, data or information, (ii) all modifications, enhancements and derivative works made to Contractor Works, and
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Developed Works. 1. The Contractor represents, warrants and covenants that the Developed Works furnished under the Agreement will (i) conform to the requirements of the Agreement (including all documentation, descriptions, specifications and drawings and any part thereof); (ii) be free from all defects in materials and workmanship; and (iii) provide the functions and features and operate in the manner agreed to by the parties for a period of [ ] (“Developed Works Warranty Period”). The AOC’s approval of designs or specifications furnished by the Contractor will not relieve the Contractor of its obligations under this warranty. 2. During such Warranty Period for a particular Developed Work, the Contractor will, at its sole cost and not as part of the charges for the Base Services, correct any non-compliance in the Developed Work and will use best efforts to do so as expeditiously as possible.
Sample 1
Developed Works. All computer software programs (including codes, data, interfaces and documentation) which have been and will be created by AppliedTheory in the performance of this Agreement, including without limitation the Software, is the exclusive property of AppliedTheory, subject only to the license rights granted to the Department in Paragraph 12. 1. The Department hereby assigns to AppliedTheory any rights it may have in the Software and in any associated copyrights, subject to the licenses expressly granted in this Agreement. The Department agrees to assist AppliedTheory in obtaining copyrights to the Software and will execute any documents that AppliedTheory may reasonably request for use in obtaining or enforcing such copyrights. Any expenses incurred in obtaining such copyrights shall be the sole responsibility of AppliedTheory.
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Developed Works 
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Related to Developed Works

  • Joint Work Product This Agreement is the joint work product of H-GAC and the Contractor. This Agreement has been negotiated by H-GAC and the Contractor and their respective counsel and shall be fairly interpreted in accordance with its terms and, in the event of any ambiguities, no inferences shall be drawn against any party.

  • Work Products Grantee shall provide CalRecycle with copies of all final products identified in the Work Plan. Grantee shall also provide CalRecycle with copies of all public education and advertising material produced pursuant to this Agreement.

  • Discoveries and Works All Discoveries and Works made or conceived by the Executive during his employment by the Company, solely, jointly or with others, that relate to the Company's present or anticipated activities, or are used or useable by the Company shall be owned by the Company. For the purposes of this Section 6, (including the definition of “Discoveries and Works”) the term “Company” shall include the Company and its affiliates. The term “Discoveries and Works” includes, by way of example but without limitation, Trade Secrets and other Confidential Information, patents and patent applications, service marks, and service xxxx registrations and applications, trade names, copyrights and copyright registrations and applications. The Executive shall (a) promptly notify, make full disclosure to, and execute and deliver any documents requested by the Company, as the case may be, to evidence or better assure title to Discoveries and Works in the Company, as so requested, (b) renounce any and all claims, including but not limited to claims of ownership and royalty, with respect to all Discoveries and Works and all other property owned or licensed by the Company, (c) assist the Company in obtaining or maintaining for itself at its own expense United States and foreign patents, copyrights, trade secret protection or other protection of any and all Discoveries and Works, and (d) promptly execute, whether during his employment with the Company or thereafter, all applications or other endorsements necessary or appropriate to maintain patents and other rights for the Company and to protect the title of the Company thereto, including but not limited to assignments of such patents and other rights. Any Discoveries and Works which, within one year after the expiration or termination of the Executive's employment with the Company, are made, disclosed, reduced to tangible or written form or description, or are reduced to practice by the Executive and which pertain to the business carried on or products or services being sold or delivered by the Company at the time of such termination shall, as between the Executive and, the Company, be presumed to have been made during the Executive's employment by the Company. The Executive acknowledges that all Discoveries and Works shall be deemed “works made for hire” under the U.S. Copyright Act of 1976, as amended 17 U.S.C. Sect. 101.

  • Derivative Works Constellation Beers shall acquire no ownership rights in the Licensed Intellectual Property or derivative works based thereon or any intellectual property deemed to be owned by Marcas Modelo or Modelo Group as a result of this Agreement. Constellation Beers shall, at any time requested by Marcas Modelo or Modelo Group, whether during or subsequent to the term hereof, disclaim in writing any such property interest or ownership in the Licensed Intellectual Property.

  • Intellectual Property/Work Product Ownership All data, technical information, materials first gathered, originated, developed, prepared, or obtained as a condition of this agreement and used in the performance of this agreement -- including, but not limited to all reports, surveys, plans, charts, literature, brochures, mailings, recordings (video or audio), pictures, drawings, analyses, graphic representations, software computer programs and accompanying documentation and printouts, notes and memoranda, written procedures and documents, which are prepared for or obtained specifically for this agreement, or are a result of the services required under this grant -- shall be considered "work for hire" and remain the property of the State of Vermont, regardless of the state of completion unless otherwise specified in this agreement. Such items shall be delivered to the State of Vermont upon 30- days notice by the State. With respect to software computer programs and / or source codes first developed for the State, all the work shall be considered "work for hire,” i.e., the State, not the Party (or subcontractor or sub-grantee), shall have full and complete ownership of all software computer programs, documentation and/or source codes developed. Party shall not sell or copyright a work product or item produced under this agreement without explicit permission from the State of Vermont. If Party is operating a system or application on behalf of the State of Vermont, Party shall not make information entered into the system or application available for uses by any other party than the State of Vermont, without prior authorization by the State. Nothing herein shall entitle the State to pre-existing Party’s materials. Party acknowledges and agrees that should this agreement be in support of the State's implementation of the Patient Protection and Affordable Care Act of 2010, Party is subject to the certain property rights provisions of the Code of Federal Regulations and a Grant from the Department of Health and Human Services, Centers for Medicare & Medicaid Services. Such agreement will be subject to, and incorporates here by reference, 45 CFR 74.36, 45 CFR 92.34 and 45 CFR 95.617 governing rights to intangible property.

  • Joint Inventions For Subject Inventions conceived or first actually reduced to practice under this Agreement that are joint Subject Inventions made by CONTRACTOR and USER, each Party shall have the option to elect and retain title to its undivided rights in such joint Subject Inventions.

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you.

  • Creative Work The Executive agrees that all creative work and work product, including but not limited to all technology, business management tools, processes, software, patents, trademarks, and copyrights developed by the Executive during the term of this Agreement, regardless of when or where such work or work product was produced, constitutes work made for hire, all rights of which are owned by the Employer. The Executive hereby assigns to the Employer all rights, title, and interest, whether by way of copyrights, trade secret, trademark, patent, or otherwise, in all such work or work product, regardless of whether the same is subject to protection by patent, trademark, or copyright laws.

  • Work Product All Work Product shall belong exclusively to the State, with the State having the sole and exclusive right to apply for, obtain, register, hold and renew, in its own name and/or for its own benefit, all patents and copyrights, and all applications and registrations, renewals and continuations thereof and/or any and all other appropriate protection. To the extent exclusive title and/or complete and exclusive ownership rights in and to any Work Product may not originally vest in the State by operation of law or otherwise as contemplated hereunder, Contractor shall immediately upon request, unconditionally and irrevocably assign, transfer and convey to the State all right, title and interest therein.

  • NASA Inventions NASA will use reasonable efforts to report inventions made under this Agreement by its employees. Upon request, NASA will use reasonable efforts to grant Partner, under 37 C.F.R. Part 404, a negotiated license to any NASA invention made under this Agreement. This license is subject to paragraph E.1. of this Article.

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