Intellectual Property and Other Rights Sample Clauses

Intellectual Property and Other Rights. (a) (i) Except as set forth on Schedule 4.12(a), the Company owns, or has the right to use, all United States and foreign patents, trademarks, service marks, trade names, computer software and programs, technology, know-how and processes, and registered copyrights, and any applications for any of the foregoing of any kind which is used in its business (collectively, the "Intellectual Property"). Schedule 4.12 (a) hereto contains a true, correct and complete list of all registered trademarks and service marks, all reserved trade names, all registered copyrights and all filed patent applications and issued patents that are material to the Company's business or are otherwise necessary for the conduct of its business as heretofore conducted and as currently proposed to be conducted and all licenses, permits, consents, approvals or agreements that in any way affect the rights of the Company to any of its Intellectual Property or any trade secret material (the "Intellectual Property Licenses").
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Intellectual Property and Other Rights. (a) Each of the Company and each Subsidiary owns or possesses all patents, patent rights, trademarks, trademark rights, trade names, trade name rights and copyrights (collectively, the "Intellectual Property") (each of which is listed on Schedule 4.12(a) hereto), and all rights and privileges with respect to any of the foregoing, as are necessary for the conduct of its business as now being conducted and as proposed to be conducted. To the best of the Company's knowledge, the rights of (and use by) each of the Company and each Subsidiary with respect to such Intellectual Property or any other patents, patent rights, trademarks, trademark rights, trade names, trade name rights or copyrights do not conflict with or infringe any rights of others in a manner which might materially and adversely affect the assets, properties, liabilities, business, affairs, results of operations, condition (financial or otherwise) or prospects of the Company, and no such claim of conflict or infringement has been asserted by any Person. (b) Each of the Company and each Subsidiary owns and holds all franchises, licenses, permits, consents, approvals and other authority, governmental or otherwise (collectively, the "Licenses") (each of which is listed on Schedule 4.12(b) hereto), and all rights and privileges with respect to any of the foregoing, as are materially necessary for the conduct of its business as now being conducted and as proposed to be conducted, except to the extent that failure to so own or hold is not reasonably likely to materially adversely affect the assets, properties, liabilities, business, affairs, results of operations, condition (financial or otherwise) or prospects of the Company. Neither the Company nor any Subsidiary is in default in any material respect under any of such Licenses. To the best of the Company's knowledge, the rights of (and use by) each of the Company and each Subsidiary with respect to such Licenses or any other franchise, license, permit, consent, approval or other authority do not conflict with or infringe any rights of others in a manner which might materially and adversely affect the assets, properties, liabilities, business, affairs, results of operations, condition (financial or otherwise) or prospects of the Company, and no such claim of conflict or infringement has been asserted by any Person.
Intellectual Property and Other Rights. Ownership, intellectual property rights and all other rights in and to the SOFTWARE as well as related bug fixes, extensions, interfaces, new features (derivative works) developed by EMBOTECH shall solely remain with EMBOTECH.
Intellectual Property and Other Rights. (i) The Company owns, or has the right to use, all United States and foreign patents, trademarks, service marks, trade names, brand names, computer software and programs, franchises, technology, know-how and processes, and registered copyrights, and any applications for any of the foregoing (collectively, the "INTELLECTUAL PROPERTY") of any kind in which the Company has an interest or which is otherwise used in, or relates to its business. Schedule 4.12(A) hereto contains a true, correct and complete list of all registered trademarks and service marks, all reserved trade names, all registered copyrights and all filed patent applications and issued patents that are material to the Company's business or are otherwise necessary for the conduct of its business as heretofore conducted and as currently proposed to be conducted and all licenses, permits, consents, approvals or agreements that in any way affect the rights of the Company to any of its Intellectual Property or any trade secret material (the "INTELLECTUAL PROPERTY LICENSES"). (ii) Subject to the limitations set forth in the Intellectual Property Licenses, except as otherwise set forth in any exceptions listed under Schedule 4.12(a), the Company has all right, title and interest in all of the Intellectual Property, free and clear of all Liens. The Company owns or has the exclusive or non-exclusive right to use all Intellectual Property or trade secrets necessary to conduct its business as now being conducted. The Company owns or possesses sufficient licenses, permits, consents, approvals or other rights to use all Intellectual Property covered by its patents or patent applications necessary to conduct its business as now being conducted and as currently proposed to be conducted. (iii) The Company has at all times maintained reasonable procedures to protect and has enforced all of its Intellectual Property and trade secrets. (iv) The consummation of the transactions contemplated hereby will not alter, adversely affect or impair the rights of the Company to any of the Intellectual Property, any trade secret material to it, or under any of the Intellectual Property Licenses. (b) (i) No claim with respect to the Intellectual Property, any trade secret material to the Company, or any Intellectual Property License which would adversely affect the ability of the Company to conduct its business as presently conducted is currently pending or, to the best knowledge of the Company, has been asserted, or overtly ...
Intellectual Property and Other Rights. (a) (i) Except as set forth on Schedule 4.12(a), the Company owns, or has the right to use, all United States and foreign patents, trademarks, service marks, trade names, computer software and programs, technology, know-how and processes, and registered copyrights, and any applications for any of the foregoing of any kind which is used in its business (collectively, the "Intellectual Property"). Schedule 4.12(a) hereto contains a true, correct and complete list of all registered trademarks and service marks, all reserved trade names, all registered copyrights and all filed patent applications and issued patents that are material to the Company's business or are otherwise necessary for the conduct of its business as heretofore conducted and as currently proposed to be conducted and all licenses, permits, consents, approvals or agreements that in any way affect the rights of the Company to any of its Intellectual Property or any trade secret material (the "Intellectual Property Licenses"). (ii) Subject to the limitations set forth in the Intellectual Property Licenses, except as otherwise set forth in any exceptions listed under Schedule 4.12(a), the Company has all right, title and interest in all of the Intellectual Property, free and clear of all Liens. The Company owns or has the exclusive or non-exclusive right to use all Intellectual Property or trade secrets necessary to conduct its business as now being conducted. The Company owns or possesses sufficient licenses, permits, consents, approvals or other rights to use all Intellectual Property covered by its patents or patent applications necessary to conduct its business as now being conducted and as currently proposed to be conducted. (iii) The Company has at all times maintained reasonable procedures to protect and has enforced all of its Intellectual Property and trade secrets. (iv) The consummation of the transactions contemplated under this Agreement will not alter, adversely affect or impair the rights of the Company to any of the Intellectual Property, any trade secret material to it, or under any of the Intellectual Property Licenses.
Intellectual Property and Other Rights. The Trust and each Fund each hereby acknowledge and agree that the Adviser shall have the right, both during and after the term of this Agreement, to market, publish, and use in any lawful way any and all financial information relating to such Fund, including, without limitation, information relating to the Fund’s performance, size, length of operation, or investments. The Trust and each Fund each hereby further acknowledge and agree that: (i) the Adviser is, and shall at all times during and after the term of this Agreement remain, the sole owner of the investment strategies, methodologies and techniques described in the Prospectus, the name of each Fund, the Adviser’s name, logo, brand and marketing materials, and any and all other intellectual property rights owned or possessed by the Adviser as of the date hereof (collectively, the “Existing Adviser IP”); and (ii) no right, title, or interest in or to any of the Existing Adviser IP has been or will be transferred to the Trust or a Fund. All intellectual property rights relating to the Adviser or a Fund, as well as all modifications, improvements, adaptations, or expansions relating to the Existing Adviser IP, that are created, acquired or discovered during the term of this Agreement by the Adviser, or jointly by the Adviser and the Trust or a Fund (collectively, the “New Adviser IP”), shall belong solely to the Adviser, and to the extent any such intellectual property rights in the New Adviser IP may not or do not vest in the Adviser immediately upon their creation, acquisition or discovery, each of the Trust and each Fund hereby agrees to assign and transfer, and hereby irrevocably assigns and transfers, to the Adviser all of its right, title, interest and ownership in and to such intellectual property rights, and agrees to execute any and all documents reasonably requested by the Adviser for the purpose of effecting or securing the assignment and transfer of such intellectual property rights to the Adviser. Without limiting any of the foregoing, neither the Trust nor a Fund shall have any right or license to use “Vulcan Value Partners” or the names listed on Exhibit A in any manner or with respect to any fund or investment vehicle; provided that during the term of this Agreement only the applicable Fund may use the applicable name listed on Exhibit A. Upon the expiration or any earlier termination of the term of this Agreement, each Fund shall immediately cease using the applicable name on Exhibit A ...
Intellectual Property and Other Rights. 7.1 At its sole cost and expense, Sintetica shall be solely responsible and liable for any litigation in connection with the Product’s development, manufacturing, and the Sintetica Background Intellectual Property. 7.2 At its sole cost and expense, ETON shall be solely responsible and liable for any non-patent litigation in connection with its marketing activities.
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Intellectual Property and Other Rights. You must own, or have acquired all requisite consents, permissions, and licenses to, all Intellectual Property and other rights in Your User Content. If another contributes to or has any rights to Your User Content, or appears or is referenced in Your User Content, You must obtain their permission before uploading or otherwise providing such User Content to Company. You shall not create, upload, or otherwise provide to Company any User Content that (a) infringes, misappropriates, or otherwise violates any Intellectual Property, rights of publicity, rights to privacy, or other rights held by any third party or (b) features any individual who has not given You express permission, or in the case of an individual under the age of thirteen (13), whose parent or legal guardian has not given You express permission, to include the individual in such User Content. Company may require, at any time, proof of any consents, permissions, and licenses required by this Section in a form acceptable to Company.
Intellectual Property and Other Rights. This Agreement permits you to use the Software. All rights, including copyright, patents and other intellectual property rights are owned by the ISP or the rightful claimants. The Customer may not use the Software for purposes outside the scope of the Agreement. (a) The provisions of the preceding paragraph also apply to copying under the provisions of section 3. Terms of Use
Intellectual Property and Other Rights. 4.1 DeepSeek is the developing and operating entity of this Service and has all rights allowed by law to all data, information, outputs, etc., generated during the development and operation of this Service, except where legal provisions stipulate that rights shall be enjoyed by the relevant right holder. 4.2 DeepSeek owns the intellectual property rights (including but not limited to copyrights, trademark rights, patent rights, and other intellectual property rights) of the content provided in this Service (including but not limited to software, technology, programs, code, user interfaces, web pages, text, graphics, layout designs, trademarks, electronic documents, etc.), except where legal provisions stipulate that rights shall be enjoyed by the relevant right holder. 4.3 You understand and promise that your inputs while using this Service do not infringe on anyone's intellectual property rights, portrait rights, reputation rights, honor rights, name rights, privacy rights, personal information rights, and other legal rights and interests, and do not involve any state secrets, trade secrets, vital data, or other data that may adversely affect national security or public interests. Otherwise, you shall bear the risks and responsibilities of infringement. You shall also bear all direct and indirect losses (including but not limited to economic losses, goodwill losses, rights defense expenses, attorney fees, etc.) suffered by DeepSeek. 4.4 You understand and agree that, unless proven otherwise, by uploading, publishing, or transmitting content using the services of this product, you irrevocably grant DeepSeek and its affiliates a non-exclusive, geographically unlimited, perpetual, royalty-free license to use (including but not limited to storing, using, copying, revising, editing, publishing, displaying, translating, distributing the aforesaid content or creating derivative works, for both commercial and non-commercial use) and to sublicense to third parties. You also grant the right to collect evidence and initiate litigation on their own behalf against third-party infringement. 4.5 Without our permission, please do not arbitrarily use any trademarks, service marks, trade names, domain names, website names, company logos (LOGO), URLs, or other significant brand features related to this Service, including but not limited to "深度求索 ", "DeepSeek", etc. Do not display, use, or apply for trademark registration, domain name registration, etc., either alone or in c...
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