Improvements and Development Clause Samples
Improvements and Development. Any and all improvements, innovations, enhancements, upgrades, and modifications to the Products or Buyer Proprietary Information, whether made by Seller (including Seller’s affiliates, its Subcontractors, and other third parties) or Buyer or jointly by the Parties (collectively, “Improvements”), shall belong solely to Buyer. Seller shall promptly disclose to Buyer any and all Improvements made to the Products. Seller’s representatives (including engineers) shall further cooperate with Buyer and disclose information concerning Improvements as deemed useful by Seller and as requested by Buyer, including but not limited to working closely with Buyer’s representatives to identify patentable material, completing Invention Disclosure Reports (as provided by Buyer), and providing materials and documentation relating to all Improvements. Seller hereby assigns to Buyer all rights associated with the Improvements and shall, upon Buyer’s request, promptly execute a written instrument, in a form satisfactory to Buyer, transferring all right, title, and interest to Buyer, acknowledging Buyer’s ownership of such Improvements. The license granted to Seller hereunder shall extend to any and all Improvements; provided that Seller strictly complies with all other terms and conditions of this Agreement. Additionally, to the extent that this Agreement or any PO is issued for the creation of copyrightable works, all such works shall be considered “works made for hire”; and to the extent that the works do not qualify as “works made for hire”, Seller hereby assigns (and agrees to assign by written instrument if necessary) to Buyer all right, title, and interest in and to all copyrights and moral rights therein. In addition to Improvements made in Seller’s role as a supplier to Buyer, Buyer may also engage Seller to develop or help develop specific products. Such development would take part under the terms and conditions set forth herein, and specifically the terms and conditions of this Section V.
Improvements and Development. The Buyer acknowledges that:
(i) the relevant planning or other schemes of the Relevant Authority, which include the Wungong Urban Water Redevelopment Scheme 2007, Zone Development Policy – Residential Zones (ZDP - Residential) and State Planning Policy 3.1 – Residential Design Codes, relevant to the use and development of the Property (Planning Instruments) and modified from time to time:
(1) are obtainable from the Relevant Authority; and
(2) may be downloaded from the following websites and links: ▇▇▇▇://▇▇▇.▇▇▇.▇▇.▇▇▇.▇▇/▇▇▇▇▇▇▇▇-▇▇▇-▇▇▇▇▇▇/▇▇▇▇▇▇▇-▇▇▇▇▇/▇▇▇▇▇▇▇▇-▇▇▇▇▇▇ and ▇▇▇▇://▇▇▇▇▇▇.▇▇▇.▇▇.▇▇▇.▇▇/▇▇▇▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇/▇▇ ngong-urban-water-redevelopment-scheme.pdf and ▇▇▇▇://▇▇▇▇▇▇.▇▇▇.▇▇.▇▇▇.▇▇/▇▇▇▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇/▇▇▇▇ -development-policy-residential-zones.pdf and ▇▇▇▇://▇▇▇▇▇.▇▇▇.▇▇.▇▇▇.▇▇/▇▇▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇/▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇/▇▇▇▇▇_▇▇▇▇▇ _ZoneDevelopment-Policy-%E2%80%93-Residential-Zones.pdf and ▇▇▇▇://▇▇▇.▇▇▇▇▇▇▇▇.▇▇.▇▇▇.▇▇/▇▇▇_▇▇▇_▇▇▇/▇▇▇▇▇_▇▇▇▇▇▇▇▇_▇▇▇▇▇▇_▇.▇- Residential_Design_Codes-P.pdf and ▇▇▇▇://▇▇▇.▇▇▇.▇▇.▇▇▇.▇▇/▇▇▇▇▇▇▇/▇▇▇▇▇▇▇.▇▇▇/▇▇▇▇▇▇▇▇▇▇▇▇▇/▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇ 48257BBA000B3C5B/$file/TocGg138.pdf
(ii) all development on the Property shall comply with the provisions of the Planning Instruments of the Relevant Authority relevant to the Property and in accordance with the LDP where applicable; and
(iii) the Buyer shall be responsible for making enquiries of the Relevant Authority with respect to any standards and requirements contained in the Planning Instruments applying to any use of and development on the Property and acknowledges that the Seller, and the Seller Agent, makes no representation about:
(1) any standards and requirements contained in the Planning Instruments that may affect any use of and development on the Property; and
(2) the suitability of the Property for use and development by the Buyer.
Improvements and Development. (i) The Buyer acknowledges that:
(1) any or all development on the Lot shall comply with the provisions of the relevant Planning Instruments of the Relevant Authority;
(2) it is aware of the requirements, restrictions and matters contained within the LDP as they apply to the Lot and is aware that the LDP imposes additions and variations to the acceptable development provisions of the Relevant Authority; and
(3) it is responsible for making all enquiries of the Relevant Authority with respect to any standards and or requirements for improvement or development applying to any use of and development of the Lot, including Australian Standard 3959 – 2009 Construction of Buildings in Bushfire Prone Areas.
Improvements and Development. Without the prior written consent of Mortgagee, which Mortgagee may grant or withhold in its sole discretion, none of the Improvements covered by the lien of this Mortgage shall be removed, demolished or materially altered or enlarged (except as required in the event of fire, other casualty or condemnation). Notwithstanding the foregoing, Mortgagor shall have the right to remove and dispose of, free from the lien of this Mortgage, such Collateral as from time to time may become worn out or obsolete, provided that, simultaneously with or prior to such removal, Mortgagor shall have replaced any such Collateral with new Collateral (of at least the same quality as that of the replaced Collateral when it was new) which shall be free from any title retention or other security agreement or other encumbrance, and, by such removal and replacement, Mortgagor shall be deemed to have subjected such new Collateral to the lien of this Mortgage. Without the prior written consent of Mortgagee, which Mortgagee may grant or withhold in its sole discretion, Mortgagor shall not undertake any development of the Land, nor construct any new Improvements thereon, nor initiate or join in or consent to any new (or any change in any existing) private restrictive covenant, zoning ordinance, master plan, site plan, easement, or other public or private restrictions limiting or defining the uses which may be made of the Security Property or any part thereof. Mortgagor shall complete and pay for any permitted development and/or improvements undertaken on the Land within a reasonable time after commencing the same.
Improvements and Development. The Buyer acknowledges that:
(i) the Planning Instruments and Bushfire Management Plan are obtainable from the Relevant Authority;
(ii) all development on the Property shall comply with the provisions of the:
(1) Planning Instruments of the Relevant Authority relevant to the Property; and
(2) Bushfire Management Plan and the Bushfire Risk Management Measures;
(iii) any development on the Property may be subject to the Bushfire Management Orders, Policies, and Regulations;
(iv) the Property falls within a designated bushfire prone area which area has been identified by the Fire and Emergency Services Commissioner as being subject, or likely to be subject, to ▇▇▇▇ fire attack;
(v) a Relevant Authority may require a ‘Bushfire Attack Level’ rating assessment (BAL Assessment) to be undertaken in respect of the Property as a condition to any dwelling or other improvement being constructed on the Property;
(vi) depending on the outcome of any BAL Assessment, the design of any dwelling or other improvement to be constructed on the Property may need to be modified to incorporate ‘bushfire design’ safety or similar features in accordance with AS3959, which may result in additional costs being incurred by the Buyer;
(vii) a Relevant Authority may change the BAL Assessment for the Property at any time;
(viii) the Buyer shall be responsible for making enquiries of the Relevant Authority with respect to any standards and requirements contained in the Planning Instruments and the Bushfire Management Orders, Policies, and Regulations applying to any use of and development on the Property and acknowledges that the Seller, and the Seller’s Agent, makes no representation about:
(1) any standards and requirements contained in the Bushfire Management Plan, the Planning Instruments and the Bushfire Management Orders, Policies, and Regulations that may affect any use of and development on the Property; and
(2) the suitability of the Property for use and development by the Buyer; and
(ix) the City (or other Relevant Authority) may apply the Bushfire Management Orders, Policies and Regulations to the Property or in respect of any development on the Property.
Improvements and Development