Intellectual Property and Content Sample Clauses

Intellectual Property and Content. Our Platform contains or uses copyrighted innovations, resources, expertise, HTML and/or other computer code/scripts, material, designs, logos, names, phrases (collectively, "Intellectual Property"). Unless otherwise indicated and/or pursuant to a license from a third party, the Intellectual Property is our sole property. You acknowledge and agree that by using the Platform, you are not granted any license or permission to use our, or any third party's Intellectual Property. You may not, unless expressly granted permission to do so, display, sell, modify, reproduce or distribute the Intellectual Property and the submitted Content of any other User for public or commercial use. We love sharing. If you would like to link to our site or use our Intellectual Property contact us at xxxxx@xxxxxxxx.xx.xx to discuss.
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Intellectual Property and Content a. I acknowledge that all materials, content, and resources provided by the Trainer during the Workshop, including but not limited to workflows, techniques, presentations, handouts, and digital content, are the intellectual property of the Trainer. b. I agree not to reproduce, distribute, share, or use the Trainer's content, materials, workflows, techniques, or resources for commercial purposes or in any way that infringes upon the Trainer's intellectual property rights without the Trainer's explicit written permission. c. I understand and agree that the Trainer retains all copyrights and intellectual property rights to the content, materials, workflows, techniques, or resources provided during the Workshop. d. I understand that where any video education is planned, delivered or discussed, I agree to not create video content for the purpose of, or to act as a resource on, education on or around photography, editing or business for a minimum of 5 years from the last day of the Workshop.
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Intellectual Property and Content. The Company hereby grants you, solely in connection with your personal use of sublicensable, revocable (in accordance with the Terms hereof) license to use all of the Company’s intellectual property associated with Breathe™, including all images, illustrations, audio works, software, graphics, data, copyrights, trademarks, patents, branding, logos, and other similar assets (the “Application IP”). You acknowledge and agree that the Application IP is and will remain at all times the sole and exclusive property of the Company or its third-party licensors, and that you will not duplicate, publish, display, distribute, or modify any portion of the Application IP, or create derivative works based on any portion of the Application IP. To the extent that you provide or submit data to Company in the course of your use of Breathe™ (“User Data”), you hereby grant Company a non-exclusive, royalty-free, worldwide, perpetual right to use and modify such User Data in connection with Company’s management and improvement of the Application or in connection with the Company’s development of new products or services; provided, further, that you also grant Company a non-exclusive, royalty-free, worldwide, transferable, sublicensable, perpetual right to use and modify any User Data that does not consist of personally identifiable information (“PII”) (as well as de-identified User Data) for any purpose.
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Intellectual Property and Content. Intellectual Property Rights
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Intellectual Property and Content a. Except as expressly provided in this Agreement, all intellectual property rights relating to the Goods, Services, Software, technology, techniques or trade marks that are used in or provided by Us as part of the Services, or in any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by You or any third party relating to the Service and/or the Software, or in any data and content generated through Your use of the Goods or Services (“Intellectual Property”) will be owned by Us or will vest in Us on creation or is licensed to Us (where transfer of ownership is not possible). You will not copy, distribute, reproduce or use any of the Intellectual Property except as expressly permitted under this Agreement. b. We grant You an irrevocable, world-wide, licence-fee and royalty-free licence to use and reproduce all Your data and content and to use Your data for any purpose, including a commercial one. c. You will conduct such tests and computer virus scanning as may be necessary to ensure that data uploaded by You onto or downloaded by You does not contain any computer virus and will not in any way, corrupt the data or systems of any person. d. You are solely responsible for dealing with persons who access Your data and You will not refer complaints or inquiries in relation to such access to Us. We are not responsible to You or any third party for unauthorised access to Your data or the unauthorised use of the Services. You are responsible for the use of the Services by any employee of Yours, any person You authorise to use the Services, any person to whom You have given access to the Services, and any person who gains access to Your data or the Services as a result of Your failure to use reasonable security precautions, even if such use was not authorised by You. e. Although We have no obligation to monitor Your use of the Services, You agree that We may do so and may remove any such content or prohibit any use of the Services We believe may be (or allege to be) in violation of this Agreement. f. You agree that We may collect and generate data with respect to and report on the aggregate response rate and other aggregate measures of the Services’ performance, and use and make available such data for Our business purposes.
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Intellectual Property and Content. Users acknowledge and accept that all intellectual and industrial property rights over the Platform and over all contents and elements included in the Platform (such as, but not limited to, trademarks, patents, copyright, logos, figures, commercial names, texts, images, graphics, designs, sounds, databases, software, flow charts, presentations, and audio and video elements) belong to Tutors On Demand (collectively, the “Intellectual Property”). Any reproduction, distribution, transmission, copying, alteration, exploitation, publication, diffusion, or disposition of the Intellectual Property is strictly forbidden without the previous written consent of a legal representative of Tutors On Demand. All content and information contained on the Platform (collectively, the "Information") is provided on an “as-is” basis and Tutors On Demand hereby expressly disclaims all liability and you hereby waive, as against Tutors On Demand, for any action you may take as a result of relying on such content, information, or advice or for any loss or damage suffered by you as a result of you taking this action. You understand that the Information may be created by Tutors On Demand or a third party. The Information may be protected by intellectual property rights owned by Tutors On Demand or the third party which provides such Information to the Platform. You shall be fully responsible for any consequences resulting from any use of the Information. None of the Information may be otherwise reproduced, modified, republished, sold, or distributed, in whole or in part, in any manner or form without the prior written consent of Tutors On Demand or the third party which has provided such Information. Users may upload various content (the “Content”) to the Platform via their User Account (i.e. personal information, photographs, etc.). It is forbidden for Users to upload advertising or content of third parties. Users grant Tutors On Demand a non-exclusive, time unlimited, royalty-free licence for using the Content for purposes of providing the Service. Tutors On Demand does not ensure the truthfulness or reliability of any Content. Content published or shared by Users may be visible to members and visitors to the Platform. When there is an opportunity to select settings, we will respect the choices the User makes on who may see the content or the information (for example, sharing content only with subscribers, restricting visibility of the User’s profile in search engines, and choosin...
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Intellectual Property and Content. All Services (defined below), including but not limited to intellectual property is and shall remain the exclusive and sole property of the ITI. Additionally, all intellectual property and Confidential Information provided by ITI hereunder shall be the sole and exclusive property of the ITI. The intellectual property and Confidential Information provided ITI and the Services together shall be referred to herein as “ITI Intellectual Property”. For purposes of this Agreement, “Services” shall include, without limitation, creations, works, work in progress, deliverables, products, improvements, developments, drawings, notes, documents, information and materials made, conceived or developed by ITI alone or with others that result from or relate to the services performed hereunder.
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Intellectual Property and Content 
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Related to Intellectual Property and Content

  • Intellectual Property; Software Other than as set forth on Schedule 5.12: (a) There are no Copyrights, Patent Rights and Trademarks (including any assumed or fictitious names used by the Company within the previous two (2) years) owned by or licensed to the Company. (b) There is no Software owned by or licensed to the Company except for mass market Software licensed to the Company that is commercially available and subject to “shrink-wrap” or “click-through” license agreements. (c) The Company is not a party to Contracts which relate to: (i) any Copyrights, Patent Rights or Trademarks; (ii) any Trade Secrets owned by or licensed to the Company; and (iii) any Software, other than market Software licensed to the Company that is commercially available and subject to “shrink-wrap” or “click-through” license agreements. (d) The Company owns the entire right, title and interest in and to, or has the valid and enforceable right to use, the Intellectual Property and Software used in the Business as currently conducted, and to the Knowledge of Seller there is no other Intellectual Property necessary for the Company to conduct the Business as currently conducted. (i) No infringement, misappropriation or violation of any Intellectual Property, or any rights of publicity or privacy relating to the use of names, likenesses, voices, signatures or biographical information, of any other Person has occurred or results in any way from the operation of the Business or the use, sale or distribution of any Intellectual Property owned by or licensed exclusively to the Company; (ii) no claim of any infringement, misappropriation, violation or dilution of any Intellectual Property or any such rights of any other Person has been made or asserted in respect of the operation of the Business; (iii) no claim of invalidity of any Intellectual Property owned by the Company has been made by any other Person; (iv) no Proceedings are pending or, to the Knowledge of Seller, threatened that challenge the validity, ownership or use of any Intellectual Property owned by the Company; (v) the Company has not had notice of, and, to the Knowledge of Seller, there is no basis for, a claim against the Company that the operations, activities, products, Software, equipment or processes of the Business infringe, misappropriate, violate or dilute any Intellectual Property or any such rights of any other Person; and (vi) to the Knowledge of Seller, no Person infringes, misappropriates or violates any Intellectual Property owned or exclusively licensed by or to Seller, in each case except as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Intellectual Property Warranty CONTRACTOR represents and warrants that its performance of all obligations under this Contract does not infringe in any way, directly or contributorily, upon any third party’s intellectual property rights, including, without limitation, patent, copyright, trademark, trade secret, right of publicity and proprietary information.

  • 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.

  • Intellectual Property Agreements Borrower shall not permit the inclusion in any material contract to which it becomes a party of any provisions that could or might in any way prevent the creation of a security interest in Borrower's rights and interests in any property included within the definition of the Intellectual Property Collateral acquired under such contracts.

  • Intellectual Property Matters A. Definitions

  • Intellectual Properties To the extent permissible under applicable law, all intellectual properties made or conceived by Employee during the term of this employment by Employer shall be the right and property solely of Employer, whether developed independently by Employee or jointly with others. The Employee will sign the Employer’s standard Employee Innovation, Proprietary Information and Confidentiality Agreement (“Confidentiality Agreement”).

  • INTELLECTUAL PROPERTY RIGHTS - DATA RIGHTS A. Data produced under this Annex which is subject to paragraph C. of the Intellectual Property Rights - Data Rights Article of the Umbrella Agreement will be protected for the period of one year. B. Under paragraph H. of the Intellectual Property Rights - Data Rights Article of the Umbrella Agreement, Disclosing Party provides the following Data to Receiving Party. The lists below may not be comprehensive, are subject to change, and do not supersede any restrictive notice on the Data provided.

  • Intellectual Property and Confidentiality 9.1 All intellectual property rights in and relating to the goods we supply to you, their manufacture, development and creation (including improvements to them) will be or remain ours and you will, at our request, do any act and execute any documents necessary to confirm such rights. 9.2 The price of our goods, our intellectual property rights, any information deemed confidential by us, and the commercial terms of the Contract are commercially sensitive and confidential and you must keep them secret for a period of five years from the end of the Contract. You may disclose this information where required to by law, court order, regulation or act of any governmental authority provided (to the extent permissible by law) you notify us in advance and agree the scope of disclosure with it. 9.3 You shall indemnify and hold us harmless from any claims based on infringement of any intellectual property rights caused by our compliance with your specifications.

  • Intellectual Property License 20.1 Any Intellectual Property originating from or developed by a Party shall remain in the exclusive ownership of that Party. 20.2 Except at otherwise expressly provided in this Agreement, no license under patents, copyrights or any other Intellectual Property right (other than the limited license to use consistent with the terms, conditions and restrictions of this Agreement) is granted by either Party or shall be implied or arise by estoppel with respect to any transactions contemplated under this Agreement.

  • Intellectual Property Rights The Company and each of its Subsidiaries owns or possesses or has valid rights to use all patents, patent applications, trademarks, service marks, trade names, trademark registrations, service mark registrations, copyrights, licenses, inventions, trade secrets and similar rights (“Intellectual Property Rights”) necessary for the conduct of the business of the Company and its Subsidiaries as currently carried on and as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus. To the knowledge of the Company, no action or use by the Company or any of its Subsidiaries necessary for the conduct of its business as currently carried on and as described in the Registration Statement and the Prospectus will involve or give rise to any infringement of, or license or similar fees for, any Intellectual Property Rights of others. Neither the Company nor any of its Subsidiaries has received any written notice alleging any such infringement, fee or conflict with asserted Intellectual Property Rights of others. Except as would not reasonably be expected to result, individually or in the aggregate, in a Material Adverse Change (A) to the knowledge of the Company, there is no infringement, misappropriation or violation by third parties of any of the Intellectual Property Rights owned by the Company; (B) there is no pending or, to the knowledge of the Company, threatened action, suit, proceeding or claim by others challenging the rights of the Company in or to any such Intellectual Property Rights, and the Company is unaware of any facts which would form a reasonable basis for any such claim, that would, individually or in the aggregate, together with any other claims in this Section 2.32, reasonably be expected to result in a Material Adverse Change; (C) the Intellectual Property Rights owned by the Company and, to the knowledge of the Company, the Intellectual Property Rights licensed to the Company have not been adjudged by a court of competent jurisdiction invalid or unenforceable, in whole or in part, and there is no pending or, to the Company’s knowledge, threatened action, suit, proceeding or claim by others challenging the validity or scope of any such Intellectual Property Rights, and the Company is unaware of any facts which would form a reasonable basis for any such claim that would, individually or in the aggregate, together with any other claims in this Section 2.32, reasonably be expected to result in a Material Adverse Change; (D) there is no pending or, to the Company’s knowledge, threatened action, suit, proceeding or claim by others that the Company infringes, misappropriates or otherwise violates any Intellectual Property Rights or other proprietary rights of others, the Company has not received any written notice of such claim and the Company is unaware of any other facts which would form a reasonable basis for any such claim that would, individually or in the aggregate, together with any other claims in this Section 2.32, reasonably be expected to result in a Material Adverse Change; and (E) to the Company’s knowledge, no employee of the Company is in or has ever been in violation in any material respect of any term of any employment contract, patent disclosure agreement, invention assignment agreement, non-competition agreement, non-solicitation agreement, nondisclosure agreement or any restrictive covenant to or with a former employer where the basis of such violation relates to such employee’s employment with the Company, or actions undertaken by the employee while employed with the Company and could reasonably be expected to result, individually or in the aggregate, in a Material Adverse Change. To the Company’s knowledge, all material technical information developed by and belonging to the Company which has not been patented has been kept confidential. The Company is not a party to or bound by any options, licenses or agreements with respect to the Intellectual Property Rights of any other person or entity that are required to be set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus and are not described therein. The Registration Statement, the Pricing Disclosure Package and the Prospectus contain in all material respects the same description of the matters set forth in the preceding sentence. None of the technology employed by the Company has been obtained or is being used by the Company in violation of any contractual obligation binding on the Company or, to the Company’s knowledge, any of its officers, directors or employees, or otherwise in violation of the rights of any persons.

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