Intellectual Properly. All rights in inventions, discoveries, biological material, or software created in (he course of the Research shall be the property of NOTRE DAME. NOTRE DAME shall promptly report any such inventions, discoveries, biological material or software to SPONSOR upon receipt of a written report from the Principal Investigator
Intellectual Properly. Executive agrees that during the term of Executive's employment with the Company, any and all inventions, discoveries, innovations, writings, domain names, improvements, trade secrets, designs; drawings, business processes, secret processes and know-how, whether or not patentable or a copyright or trademark, which Executive may create, conceive, develop or make, either alone or in conjunction with others and related or in any way connected with the Companies, their strategic plans, products, processes, apparatus or business now or hereafter carried on by the Companies (collectively, "Inventions"), shall be fully and promptly disclosed to the Company and shall be the sole and exclusive property of the Companies (as they shall determine) as against Executive or any of Executive's assignees. Regardless of the status of Executive's employment by the Company, Executive and Executive's heirs, assigns and representatives shall promptly assign to the Company any and all right, title and interest in and to such Inventions made during the term of Executive's employment by the Company or within six months thereafter. Except as set forth on Schedule 1 to this Agreement, there are no Inventions with respect to any of the Companies conceived of, developed or made by Executive before the date of this Agreement. • Whether during or after Executive's employment with the Company, Executive further agrees to execute and acknowledge all papers and to do, at the Company's expense, any and all other things necessary for or incident to the applying for, obtaining and maintaining of such letters patent, copyrights, trademarks or other intellectual property rights, as the case may be, and to execute, on request, all papers necessary to assign and transfer such Inventions, copyrights, patents, patent applications and other intellectual property rights to the Company, their successors and assigns (as they shall determine). In the event that the Company is unable, after reasonable efforts and, in any event, after ten (I 0) business days, to secure Executive's signature on a written assignment to the Company, of any application for letters patent, trademark registration or to any common law or statutory copyright or other property right therein, whether because of Executive's physical or mental incapacity, or for any other reason whatsoever, Executive irrevocably designates and appoints the Secretary of the Company as Executive's attorney-in-fact to act on Executive's behalf to execut...
Intellectual Properly. Each Customer possesses such assets, licenses, patents, patent applications, copyrights, service marks, trademarks, trade names and trade secrets and all rights and other property relating thereto or arising therefrom ("Intellectual Property") as are necessary or advisable to continue to conduct its present and proposed business activities.
Intellectual Properly. Subject to Section 13.1, all Intellectual Property of New River shall be owned by New River and all Intellectual Property of Patheon shall be owned by Patheon. Except as otherwise expressly provided herein, New River and Patheon hereby acknowledge that neither party has, nor shall it acquire, any interest in any of the other party’s Intellectual Property unless otherwise expressly agreed to in this Agreement or subsequently in writing. Each party agrees not to use any Intellectual Property of the other party, except (i) as specifically authorized by the other party, (ii) as allowed under Section 13.1, or (iii) as required for the performance of its obligations under this Agreement. Except as otherwise expressly provided herein, nothing contained in this Agreement shall be construed or interpreted, either expressly or by implication, estoppel or otherwise, as a grant, transfer or other conveyance by either party to the other of any right, title, license or other interest of any kind in any of its Intellectual Property.
Intellectual Properly. Xxxxxx owns or holds licenses to the rights for the use of the Licensed IP in the Field of Use granted in this Agreement, including the right to grant licenses or sublicenses. Xxxxxx has the right to grant the License to Harman, including the right to grant sublicenses under any Licensed IP held by Xxxxxx under license from a third party. Xxxxxx is not aware of any claims that the Licensed IP is owned by or infringes the rights of third parties and does not believe any such claims exist. Xxxxxx is not aware of any infringement or threats of infringement by third parties of its intellectual property in the Field of Use. No other licenses o rights granted by Xxxxxx exist regarding Licensed IP in the Field of Use. Xxxxxx is not aware of any unauthorized use of the Licensed IP in the Field of Use.
Intellectual Properly. The Distributor acknowledges that:
Intellectual Properly. (a) No Company Intellectual Property Right is subject to any outstanding judgment, injunction, order, decree or agreement restricting the use thereof by the Company or restricting the licensing thereof by the Company to any Person.
Intellectual Properly. Except for the software acquired pursuant to the Alltel Merger, Eclipsys' software products consist principally of software licensed to Eclipsys pursuant to a certain Information Systems Technology License, dated May 3, 1996, by and among Partners HealthCare System, inc., a Massachusetts not for profit corporation, Brigxxx xxx Women's Hospital, Inc., a not for profit Massachusetts corporation and Eclipsys (f/k/a Integrated Healthcare Solutions, inc.) (the "Partners' License"), Eclipsys has the continuing valid and legal right to use pursuant to the Partners License the software licensed thereby for the operation of its businesses as presently conducted and as proposed to be conducted. No action, suit, proceeding, hearing, investigation, charge, complaint or demand is pending or, to the Knowledge of Eclipsys, threatened which challenges the legality, validity, or enforceability of the Partners' License. Neither Eclipsys nor, to the Knowledge of Eclipsys, the licensors under the Partners' License, are in any material respect in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default or permit termination, modification or acceleration, thereunder.
Intellectual Properly. (i) As used in this Agreement, the term “
Intellectual Properly. CELE owns or has valid rights to use the Trademarks, trade names, domain names, copyrights, patents, logos, licenses and computer software programs (including, without limitation, the source codes thereto) that are necessary for the conduct of its business as now being conducted. All of CELE’s licenses to use Software programs are current and have been paid for the appropriate number of users. To the knowledge of CELE, none of CELE’s Intellectual Property or CELE License Agreements infringe upon the rights of any third party that may give rise to a cause of action or claim against CELE or its successors.
