Common use of Embedded Materials Clause in Contracts

Embedded Materials. To the extent that Supplier Owned Materials are embedded in any Developed Materials owned by ABM pursuant to Section 14.2(a), Supplier shall not be deemed to have assigned its intellectual property rights in such Supplier Owned Materials to ABM, but Supplier hereby grants to ABM a worldwide, perpetual, irrevocable, non-exclusive, fully paid-up license, with the right to grant sublicenses, to use, execute, reproduce, display, perform, modify, enhance, distribute and create Derivative Works of such Supplier Owned Materials (including all modifications, replacements, Upgrades, enhancements, methodologies, tools, documentation, materials and media related thereto related thereto) for the benefit and use of ABM, ABM Affiliates and the Eligible Recipients for so long as such Supplier Owned Materials remain embedded in such Developed Materials and are not separately commercially exploited. Following the expiration or termination of the Term and the termination of the Service(s) for which such Materials were used, Supplier shall, at ABM’s request, provide Upgrades, maintenance, support and other services for such embedded Supplier Owned Materials in accordance with Section 14.6(b) or (c), as applicable.

Appears in 2 contracts

Samples: Master Professional Services Agreement (Abm Industries Inc /De/), Master Professional Services Agreement (Abm Industries Inc /De/)

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Embedded Materials. To the extent that Supplier Owned Materials are embedded in any Developed Materials owned by ABM Kraft pursuant to Section 14.2(a)14.2.1, Supplier shall not be deemed to 101 have assigned its intellectual property rights in such Supplier Owned Materials to ABMKraft, but Supplier hereby grants to ABM Kraft a worldwide, perpetual, irrevocable, non-exclusive, fully paid-up license, with the right to grant sublicenses, to use, execute, reproduce, display, perform, modify, enhance, distribute and create Derivative Works of such Supplier Owned Materials (including all modifications, replacements, Upgrades, enhancements, methodologies, tools, documentation, materials and media related thereto related thereto) solely for the benefit and use of ABMKraft, ABM Kraft Affiliates and the Eligible Recipients for so long as such Supplier Owned Materials remain embedded in such Developed Materials and are not separately commercially exploited. Following the expiration or termination of the Term and the termination of the Service(s) for which such Materials were used, Supplier shall, at ABMKraft’s request, provide Upgrades, maintenance, support and other services for such embedded Supplier Owned Materials in accordance with Section 14.6(b) 14.6.2 or (c)14.6.3, as applicable.

Appears in 1 contract

Samples: Master Professional Services Agreement (Kraft Foods Inc)

Embedded Materials. To the extent that Supplier Owned Materials are embedded in any Developed Materials owned by ABM Allianz pursuant to Section 14.2(a), Supplier shall not be deemed to have assigned its intellectual property rights in such Supplier Owned Materials to ABMAllianz, but Supplier hereby grants to ABM Allianz and the Eligible Recipients (and at Allianz’s request, Third Party Contractors) a worldwide, perpetual, irrevocable, non-exclusive, fully paid-up license, with the right to grant sublicenses, to use, execute, reproduce, display, perform, modify, enhance, distribute and create Derivative Works of such Supplier Owned Materials (including all modifications, replacements, Upgrades, enhancements, methodologies, tools, documentation, materials and media related thereto related thereto) for the benefit and use of ABMAllianz, ABM Affiliates and the Eligible Recipients and their respective Affiliates for so long as such Supplier Owned Materials remain embedded in such Developed Materials and are not separately commercially exploited. Following the expiration or termination of the Term and the termination of the Service(s) for which such Materials were used, Supplier shall, at ABMAllianz’s requestrequest and subject to Section 14.6(b)(ii), provide either enter into a separate contract with Allianz for Upgrades, maintenance, and support services or provide to Allianz the source code and other services object code for such embedded Supplier Owned Materials in accordance with Section 14.6(b) or (c), as applicableMaterials.

Appears in 1 contract

Samples: Master Professional Services Agreement (Allianz Life Variable Account B)

Embedded Materials. To the extent that Supplier Owned Materials are embedded in any Developed Materials owned by ABM Kraft pursuant to Section 14.2(a)14.2.1, Supplier shall not be deemed to have assigned its intellectual property rights in such Supplier Owned Materials to ABMKraft, but Supplier hereby grants to ABM Kraft a worldwide, perpetual, irrevocable, non-exclusive, fully paid-up license, with the right to grant sublicenses, to use, execute, reproduce, display, perform, modify, enhance, distribute and create Derivative Works of such Supplier Owned Materials (including all modifications, replacements, Upgrades, enhancements, methodologies, tools, documentation, materials and media related thereto related thereto) solely for the benefit and use of ABMKraft, ABM Kraft Affiliates and the Eligible Recipients for so long as such Supplier Owned Materials remain embedded in such Developed Materials and are not separately commercially exploited. Following the expiration or termination of the Term and the termination of the Service(s) for which such Materials were used, Supplier shall, at ABMKraft’s request, provide Upgrades, maintenance, support and other services for such embedded Supplier Owned Materials in accordance with Section 14.6(b) 14.6.2 or (c)14.6.3, as applicable.

Appears in 1 contract

Samples: Master Professional Services Agreement (Mondelez International, Inc.)

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Embedded Materials. To the extent that Supplier Service Provider Owned Materials are embedded in any Developed Materials owned by ABM Allegheny pursuant to Section 14.2(a), Supplier Service Provider shall not be deemed to have assigned its intellectual property rights in such Supplier Service Provider Owned Materials to ABMAllegheny, but Supplier Service Provider hereby grants to ABM Allegheny a worldwide, perpetual, irrevocable, non-exclusive, fully paid-up license, with the right to grant sublicenses, to use, execute, reproduce, display, perform, modify, enhance, distribute and create Derivative Works of such Supplier Service Provider Owned Materials (including all modifications, replacements, Upgrades, enhancements, methodologies, tools, documentation, materials and media related thereto related thereto) solely for the benefit and use of ABMAllegheny, ABM Allegheny Affiliates and the Eligible Recipients for so long as such Supplier Service Provider Owned Materials remain embedded in such Developed Materials and are not separately commercially exploited. Following the expiration or termination of the Term and the termination of the Service(s) for which such Materials were used, Supplier Service Provider shall, at ABMAllegheny’s request, provide Upgrades, maintenance, support and other services for such embedded Supplier Service Provider Owned Materials in accordance with Section 14.6(b) or (c), as applicable.

Appears in 1 contract

Samples: Professional Services Agreement (Allegheny Energy, Inc)

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