Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A. 3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 61 contracts
Samples: Exclusive Business Cooperation Agreement (Hello Group Inc.), Exclusive Business Cooperation Agreement (Hello Group Inc.), Assignment and Assumption Agreement (Hexindai Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any all rights, ownership, interests and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at in its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.3 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 12 contracts
Samples: Exclusive Business Cooperation Agreement (500.com LTD), Exclusive Business Cooperation Agreement (Moxian China, Inc.), Exclusive Business Cooperation Agreement (iDreamSky Technology LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, trademarks, software, technical secrets, trade secrets and others. secrets, regardless of whether they have been developed by Party A or Party B. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed necessary by Party A at its sole discretion for the purposes of vesting discretion, so as to vest any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting perfect the protections for any such intellectual property rights in of Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as constitute confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (ai) is or will be in becomes available to the general public domain (other than through the receiving Party’s unauthorized disclosure); (bii) is under the obligation required to be disclosed pursuant to the by applicable laws or regulations, regulations or rules or regulations of any stock exchange, or orders of the court or other government authorities; or (ciii) is required necessary to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party itself and such Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.3 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 9 contracts
Samples: Exclusive Business Cooperation Agreement (LexinFintech Holdings Ltd.), Exclusive Business Cooperation Agreement (LexinFintech Holdings Ltd.), Exclusive Business Cooperation Agreement (LexinFintech Holdings Ltd.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have sole and exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created or developed during the performance of this Agreement, including but not limited to copyrights, patents, rights for patent applications, software, technical secrets, trade secrets and others. Party A shall be entitled to exercise such rights with no consideration.
3.2 For the needs of Party B’s business, Party A agrees that Party B may register part of the intellectual properties designated by Party A under Party B’s name. Notwithstanding the foregoing, if requested by Party A, Party B shall execute all appropriate documents, take all appropriate actions, submit all filings documents and/or applications, render all appropriate assistance and otherwise conduct whatever is other activities deemed to be necessary as deemed by Party A at its sole discretion for discretion, in order to grant the purposes of vesting any ownership, right or interest of any such intellectual property rights in properties to Party A, and/or perfecting to strengthen the protections for any Party A’s rights for such intellectual properties. Party B unconditionally and irrevocably authorizes Party A to use any intellectual property rights registered in the name of Party A.B with no consideration.
3.2 3.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 9 contracts
Samples: Exclusive Business Cooperation Agreement (Waterdrop Inc.), Exclusive Business Cooperation Agreement (Waterdrop Inc.), Exclusive Business Cooperation Agreement (Waterdrop Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have sole, exclusive and proprietary complete ownership, rights and interests in any and all intellectual properties or intangible assets arising out of or created or developed during the performance of this AgreementAgreement by both Parties, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and othersothers (to the extent not prohibited by the PRC laws). Unless expressly authorized by Party A, Party B is not entitled to any rights or interests in any intellectual property rights of Party A which are used by Party A in providing the services pursuant to this Agreement. To ensure Party A’s rights under this Section, where necessary, Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion discretion, for the purposes of vesting any the ownership, right or interest of any such intellectual property rights and intangible assets in Party A, and/or perfecting the protections for of any such intellectual property rights in and intangible assets for Party A.A (including registering such intellectual property rights and intangible assets under Party A’s name).
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 8 contracts
Samples: Exclusive Business Cooperation Agreement (So-Young International Inc.), Exclusive Business Cooperation Agreement (Luboa Group, Inc.), Exclusive Business Cooperation Agreement (So-Young International Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in of Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed by a Party pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 5 contracts
Samples: Exclusive Business Cooperation Agreement (FLJ Group LTD), Exclusive Business Cooperation Agreement (FLJ Group LTD), Exclusive Business Cooperation Agreement (Cango Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have sole and exclusive and proprietary ownership, rights and interests in any and all intellectual properties or intangible assets arising out of or created or developed during the performance of this AgreementAgreement by both Parties, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and othersothers (to the extent not prohibited by the PRC laws). Unless expressly authorized by Party A, Party B is not entitled to any rights or interests in any intellectual property rights of Party A which are used by Party A in providing the services pursuant to this Agreement. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings documents and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion discretion, for the purposes of vesting any the ownership, right or interest of any such intellectual property rights and intangible assets in Party A, and/or perfecting the protections for of any such intellectual property rights in and intangible assets for Party A.A (including but not limited to registering such intellectual property rights and intangible assets under Party A’s name).
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 4 contracts
Samples: Exclusive Business Cooperation Agreement (KE Holdings Inc.), Exclusive Business Cooperation Agreement (KE Holdings Inc.), Exclusive Business Cooperation Agreement (KE Holdings Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
Appears in 4 contracts
Samples: Master Exclusive Service Agreement (9F Inc.), Master Exclusive Service Agreement (9F Inc.), Master Exclusive Service Agreement (9F Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.3 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 4 contracts
Samples: Exclusive Business Cooperation Agreement (Tarena International, Inc.), Exclusive Business Cooperation Agreement (Tarena International, Inc.), Exclusive Business Cooperation Agreement (Tarena International, Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes purpose of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, directordirectors, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 4 contracts
Samples: Exclusive Business Cooperation Agreement (E-Home Household Service Holdings LTD), Exclusive Business Cooperation Agreement (E-Home Household Service Holdings LTD), Exclusive Business Cooperation Agreement (E-Home Household Service Holdings LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of of, developed or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and othersothers (to the extent that permitted by Chinese law). Unless clearly authorized by Part A, Party B does not enjoy any rights regarding the intellectual properties of Party A that are used that Party A provided for the service under this agreement. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 3 contracts
Samples: Exclusive Business Cooperation Agreement (WiMi Hologram Cloud Inc.), Exclusive Business Cooperation Agreement (WiMi Hologram Cloud Inc.), Exclusive Business Cooperation Agreement (WiMi Hologram Cloud Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have sole and exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, intangible assets (including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others) created or developed during the Parties’ performance of this Agreement (to the extent not prohibited by PRC Laws). Unless expressly authorized by Party A, Party B shall not have any rights or interest in the intellectual properties used in connection with the Services provided by Party A under this Agreement. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting granting any ownership, right or interest of any such intellectual property rights in properties and intangible assets to Party A, and/or perfecting the protections for any such intellectual property rights in properties and intangible assets of Party A.A (including, without limitation, registering such intellectual properties and intangible assets under the name of Party A).
3.2 The Parties acknowledge and confirm that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with this Agreement, the contents of this Agreement, and the preparation and or performance of this Agreement are regarded as by each other shall be confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the prior written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in become known to the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation required to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed as the disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 3 contracts
Samples: Exclusive Business Cooperation Agreement (Leju Holdings LTD), Exclusive Business Cooperation Agreement (Leju Holdings LTD), Exclusive Business Cooperation Agreement (Leju Holdings LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any all rights, ownership, interests and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others.
3.2 Party B hereby assigns to Party A or any third party designated by Party A in writing any and all Intellectual Property Rights held by Party B or obtained by Party B during the term of this Agreement. To the extent any of the rights, titles or interests in and to any Intellectual Property Rights of Party B cannot be assigned by Party B to Party A under applicable laws and regulations, Party B hereby grants to Party A and/or any third party designated by Party A in writing an exclusive, royalty-free, transferable, irrevocable, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to practice such non-assignable rights, titles and interests. To the extent any of the rights, titles and interests in and to the Intellectual Property Rights of Party B can be neither assigned nor licensed by Party B to Party A under applicable laws and regulations, Party B hereby irrevocably waives and agrees never to assert such non-assignable and non-licensable rights, titles and interests against Party A or any of Party A’s successors.
3.3 Party B shall assign to Party A or any third party designated by Party A in writing any rights, titles and interests in and to any Intellectual Property Rights of Party B when such rights, titles and interests can be assigned to Party A or any third party designated by Party A in writing in accordance with applicable laws and regulations or when this Agreement expires or is terminated, whichever is earlier.
3.4 Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at in its sole discretion for the purposes of vesting any ownershipsecuring, right or interest of any such intellectual property rights in Party A, protecting and/or perfecting the protections for any such intellectual property rights rights, titles and interests of Party A in Party A.accordance with Sections 3.1, 3.2 and 3.3.
3.2 3.5 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.6 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 3 contracts
Samples: Exclusive Business Cooperation Agreement (CooTek(Cayman)Inc.), Exclusive Business Cooperation Agreement (CooTek(Cayman)Inc.), Exclusive Business Cooperation Agreement (CooTek(Cayman)Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applicationsapplication rights, software, technical trade secrets, trade commercial secrets and othersother rights and interests. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render provide all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting in Party A any ownership, right or interest of any such intellectual property rights in Party Arights, and/or perfecting the protections for protection of any such intellectual property rights in for the benefit of Party A.
3.2 The Parties acknowledge that the existence and of this Agreement, the terms of this Agreement and provisions hereunder and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the prior written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Business Cooperation Agreement (Secoo Holding LTD), Exclusive Business Cooperation Agreement (Secoo Holding LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, partners and their representatives, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, partners and their representatives, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, partners and their representatives, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Business Cooperation Agreement (Tencent Music Entertainment Group), Exclusive Business Cooperation Agreement (Tencent Music Entertainment Group)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. , and shall be entitled to make use of such rights for free.
3.2 To fulfill Party B’s business needs, upon the consent of Party A, part of intellectual properties designated by Party A may be registered by Party B under the name of Party B. However, upon request of Party A, Party B shall transfer the aforementioned intellectual properties registered under the name of Party B to Party A for free or at the lowest price permitted by the law, and Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.A. Party A is entitled to make use of any intellectual properties registered under the name of Party B for free.
3.2 3.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Business Cooperation Agreement (KE Holdings Inc.), Exclusive Business Cooperation Agreement (KE Holdings Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 To the extent permitted under the PRC laws, Party A shall have exclusive and proprietary ownership, rights and interests in any all rights, ownership, interests and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Unless expressly authorized by Party A, Party B shall not have any rights or interest in any intellectual property rights belonging to Party A used by Party A to provide services hereunder. To secure the rights of Party A under this Article, if necessary, Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applicationsapplications and filings, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights or intangible assets in Party A, and/or perfecting the protections for any such intellectual property rights in or intangible assets of Party A.A (including registering such intellectual property rights or intangible assets under the name of Party A).
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Business Cooperation Agreement (Scienjoy Holding Corp), Exclusive Business Cooperation Agreement (Scienjoy Holding Corp)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise other wise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Business Cooperation Agreement (Spark Education LTD), Exclusive Business Cooperation Agreement (Spark Education LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. , and shall be entitled to make use of such rights for free.
3.2 To fulfill Party B’s business needs, Party A agrees that part of intellectual properties designated by Party A may be registered by Party B under the name of Party B. However, upon request of Party A, Party B shall transfer the aforementioned intellectual properties registered under the name of Party B to Party A for free or at the lowest price permitted by the law, and Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.A. Party B unconditionally and irrevocably authorizes Party A to make use of any intellectual properties registered under the name of Party B for free.
3.2 3.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Business Cooperation Agreement (China Online Education Group), Exclusive Business Cooperation Agreement (China Online Education Group)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, employees legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, employees legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Business Cooperation Agreement (Uxin LTD), Exclusive Business Cooperation Agreement (Uxin LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Unless explicitly authorized by Party A, Party B shall not have any rights or interests in any intellectual property rights belonging to Party A used by Party B to provide the service hereunder.
3.2 Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 3.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities, provided that the other Party shall be notified in writing immediately after such disclosure; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 2 contracts
Samples: Exclusive Technical and Consulting Service Agreement (Baijiayun Group LTD), Exclusive Technical and Consulting Service Agreement (Baijiayun Group LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any all rights, ownership, interests and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at in its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.3 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (China United Insurance Service, Inc.)
Intellectual Property Rights and Confidentiality Clauses.
3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.. This Section shall survive the termination of this Agreement for any reason.
Appears in 1 contract
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have sole and exclusive and proprietary ownership, rights and interests in any and all intellectual properties or intangible assets arising out of or created or developed during the performance of this AgreementAgreement by both Parties, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. others Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance actions and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion discretion, for the purposes of vesting any the ownership, right or interest of any such intellectual property rights and intangible assets in Party A, and/or perfecting the protections for of any such intellectual property rights in for Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (SPI Energy Co., Ltd.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any all rights, ownership, interests and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical technology secrets, trade secrets and others. Unless expressly authorized by Party A, Party B does not have any right or interest in Party A's intellectual property rights that are used by Party A to provide services under this Agreement. In order to ensure Party A's rights under this Article, Party B shall execute sign all appropriate documents, take all appropriate actions, submit all filings and/or applicationsapplications and filings, render provide all appropriate assistance assistance, and otherwise conduct whatever is necessary as deemed by make all other decisions based on Party A at its sole discretion for A's discretion, if necessary, to assign the purposes of vesting any ownership, right or interest rights and interests of any such intellectual property rights in and intangible assets to Party A, and/or perfecting to improve the protections for any protection of such intellectual property rights in and intangible assets of Party A.A (including registration of the intellectual property rights and intangible assets under the name of Party A).
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, exchanges or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
Appears in 1 contract
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and othersothers (to the extent not prohibited by the PRC laws). Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion discretion, for the purposes of vesting any the ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for of any such intellectual property rights in for Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (SPI Energy Co., Ltd.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. , and shall be entitled to make use of such rights for free.
3.2 To fulfill Party B’s business needs, upon the consent of Party A, part of intellectual properties designated by Party A may be registered by Party B under the name of Party B. However, upon request of Party A, Party B shall transfer the aforementioned intellectual properties registered under the name of Party B to Party A for free or at the lowest price permitted by the law, and Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.A. Party A is entitled to make use of any intellectual properties registered under the name of Party B for free.
3.2 3.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (KE Holdings Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A iPower shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B Global Product shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is actions are deemed necessary as deemed by Party A iPower, at its sole discretion discretion, for the purposes of vesting any and all ownership, right or interest of any such intellectual property rights in Party A, iPower and/or perfecting the protections for any such intellectual property rights in Party A.iPower.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential informationinformation and, and without obtaining the written consent of the other Party, it the other Party shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the an obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, directordirectors, employees of or agencies third parties engaged by any Party shall be deemed disclosure of such confidential information by such Party Party, shall be deemed confidential (subject to the above listed exceptions), and such receiving Party shall be held liable for any breach of this AgreementAgreement caused by any unauthorized disclosure of such confidential information.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (iPower Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have proprietary and exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or and interest of any such intellectual property rights properties in Party A, and/or perfecting the protections protection for any such intellectual property rights in of Party A.
3.2 The Parties acknowledge and confirm that the existence and the terms of this Agreement and any oral or written information in relation to this Agreement or the contents hereof and exchanged between the Parties in connection with the preparation and performance of this Agreement are shall be regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosuredisclosure to the Public); (b) is under the obligation required to be disclosed pursuant to the applicable laws or and regulations, rules of any stock exchange, or orders of the court government authorities or other government authoritiescourts; or (c) is required to be disclosed by any Party to its shareholders, directors, supervisors (if any), employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, supervisors (if any), employees, legal counsels counsels, or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this SectionArticle. Disclosure of any confidential information by the shareholders, director, supervisors (if any), employees of of, or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party Party, and such Party shall be held liable for breach of this Agreement.
3.3 The Parties agree that Article 3 to this Agreement shall survive changes to, and rescission or termination of, this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (Futu Holdings LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in and to any and all intellectual properties arising out of or intangible assets created or developed during the performance of this Agreement, Agreement by the Parties (including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others) (to the extent not prohibited by PRC laws). Unless expressly authorized by Party A, Party B shall not be entitled to any interest in or in any Intellectual Property Rights belonging to Party A used by Party A in connection with the provision of Services under this Agreement. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights and intangible assets in Party A, and/or perfecting the protections for any such intellectual property rights in and intangible assets of Party A.A (including, without limitation, registering such intellectual property rights and intangible assets under the name of Party A).
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (WiMi Hologram Cloud Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, trademarks, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documentssecrets, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed regardless of whether they have been developed by Party A at its sole discretion for or Party B. Party A or Party A’s designee(s) permits Party B to use the purposes of vesting any ownership, right or interest of any such intellectual property rights in and does not grant Party AB the ownership of the intellectual property rights, and/or perfecting and the protections for any such intellectual property rights in developed by Party B based on Party A’s consultation or services shall be owned by Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as constitute confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (ai) is or will be in becomes available to the general public domain (other than through the receiving Party’s unauthorized disclosure); (bii) is under the obligation required to be disclosed pursuant to the by applicable laws or regulations, regulations or rules or regulations of any stock exchange, or orders of the court or other government authorities; or (ciii) is required necessary to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party itself and such Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.3 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (LexinFintech Holdings Ltd.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 4.1 Party B hereby covenants that the provision of taxol extracting technology development services to Party A and the delivery of the Taxol Extracting Technology do not infringe any third party’s copyright, patents, patent application, trademark, technical know-how right, trade secrets and other intellectual property rights. Otherwise, Party B shall be held liable for any claim, litigation and costs, losses, consequences arising out of such claim and litigation.
4.2 The Parties mutually agrees, Party A shall have exclusive enjoy all rights, proprietary rights, interests and proprietary ownership, intellectual property rights and interests in any and all intellectual properties arising out of or created during by the provision of taxol extracting technology development services and the delivery of the Taxol Extracting Technology by Party B to Party A in connection with Party B’s performance of under this Agreement, including but not limited to to, copyrights, patents, patent applicationsapplication, softwaretrademark, technical secretsknow-how, trade secrets and others. Without Party A’s prior written consent, Party B shall execute all appropriate documentsnot assign or permit any third party to use the Taxol Extracting Technology in any way, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for or disclose information in connection with the purposes of vesting Taxol Extracting Technology to any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.third party.
3.2 4.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection among them with the preparation and performance of respect to this Agreement are regarded as is confidential information. Each Party shall maintain the confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for in the information thatfollowing circumstances: (a) such information is or will be in the public domain (other than through provided that this is not the result of a public disclosure by the receiving Party’s unauthorized disclosureparty); (b) is under the obligation to be information disclosed pursuant to the as required by applicable laws or regulations, rules or regulations of any stock exchange, or orders of the court or other government authorities; or (c) is information required to be disclosed by any Party to its shareholders, directors, employees, legal counsels counsel or financial advisors advisor regarding the transaction contemplated hereunder, provided that and such shareholders, directors, employees, legal counsels counsel or financial advisors shall be advisor are also bound by the confidentiality obligations duties similar to those set forth the duties in this Sectionsection. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged agency hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement.
4.4 The parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 1 contract
Samples: Technology Development Services Agreement (Yew Bio-Pharm Group, Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. , and shall be entitled to make use of such rights for free.
3.2 To fulfill Party B’s business needs, Party A agrees that part of intellectual properties designated by Party A may be registered by Party B under the name of Party B. However, upon request of Party A, Party B shall transfer the aforementioned intellectual properties registered under the name of Party B to Party A for free or at the lowest price permitted by the law, and Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.A. Party A is entitled to make use of any intellectual properties registered under the name of Party B for free.
3.2 3.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (Bitauto Holdings LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have sole, exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this AgreementAgreement by both Parties, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion discretion, for the purposes of vesting any the ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for of any such intellectual property rights in for Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (SPI Energy Co., Ltd.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A Singapore Entity shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B The Company shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A Singapore Entity at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party ASingapore Entity, and/or perfecting the protections for any such intellectual property rights in Party A.Singapore Entity.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation required to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction transactions contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A iPower shall have exclusive and proprietary ownership, rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B E Marketing shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is actions are deemed necessary as deemed by Party A iPower, at its sole discretion discretion, for the purposes of vesting any and all ownership, right or interest of any such intellectual property rights in Party A, iPower and/or perfecting the protections for any such intellectual property rights in Party A.iPower.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential informationinformation and, and without obtaining the written consent of the other Party, it the other Party shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the an obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, directordirectors, employees of or agencies third parties engaged by any Party shall be deemed disclosure of such confidential information by such Party Party, shall be deemed confidential (subject to the above listed exceptions), and such receiving Party shall be held liable for any breach of this AgreementAgreement caused by any unauthorized disclosure of such confidential information.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (iPower Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any all rights, ownership, interests and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at in its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s 's unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.3 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 1 contract
Samples: Exclusive Option Agreement (Greenpower International Group LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, ownership rights and interests in any and all intellectual properties arising out of or created during the performance of this Agreement, Agreement including but not limited to copyrights, patents, copyrights patents patent applications, software, applications software technical secrets, secrets trade secrets and others. Party B shall execute all appropriate documents, documents take all appropriate actions, actions submit all filings and/or applications, applications render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, ownership right or interest of any such intellectual property rights in Party A, A and/or perfecting the protections for any such intellectual property rights in Party A.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, information and without obtaining the written consent of the other Party, Party it shall not disclose any relevant confidential information to any third party, party except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, regulations rules of any stock exchange, exchange or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, shareholders directors employees legal counsels or financial advisors regarding the transaction contemplated hereunder, hereunder provided that such shareholders, directors, employees, shareholders directors employees legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, shareholders director employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (Bitauto Holdings LTD)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any Any and all intellectual properties arising out of or created during the performance of this Agreement, property rights (including but not limited to copyrights, patentscopyright, patent applicationsright, softwarepatent application right, technical secretssoftware technology secret, trade commercial secrets and others. Party B ) created by the Parties as a result of the performance hereof shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for be distributed in accordance with the purposes relevant provisions of vesting any ownership, right or interest Section 10 of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A.Master Service Agreement.
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyParty, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
3.3 The confidentiality obligation under this section shall remain in force and shall not be affected by termination or change in the effectiveness of this Agreement.
Appears in 1 contract
Samples: Business Cooperation Agreement (Tencent Music Entertainment Group)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have sole and exclusive and proprietary ownership, rights and interests in any and all intellectual properties or intangible assets arising out of or created or developed during the performance of this AgreementAgreement by both Parties, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and othersothers (to the extent not prohibited by PRC laws). Unless expressly authorized by Party A, Party B is not entitled to any rights or interests in any intellectual property rights of Party A and its affiliates which are used by Party A and its affiliates in providing the services pursuant to this Agreement. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion discretion, for the purposes of vesting any the ownership, right or interest of any such intellectual property rights and intangible assets in Party AA and its affiliates, and/or perfecting the protections for of any such intellectual property rights in and intangible assets for Party A.A and its affiliates (including but not limited to registering such intellectual property rights and intangible assets under Party A and its affiliates’ name).
3.2 The Parties acknowledge and confirm that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third party, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this SectionArticle. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement..
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (NIO Inc.)
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in any all rights, ownership, interests and all intellectual properties arising out of or created during the performance of this Agreement, including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights in Party A, and/or perfecting the protections for any such intellectual property rights in Party A..
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employeesinvestors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employeesinvestors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of staff members or agencies engaged hired by any Party shall be deemed disclosure of such confidential information by such Party and such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.3 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third parties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, investors, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, investors, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the staff members or agencies hired by any Party shall be deemed disclosure of such confidential information by such Party, which Party shall be held liable for breach of this Agreement. This Section shall survive the termination of this Agreement for any reason.
3.4 The Parties agree that this Section shall survive changes to, and rescission or termination of, this Agreement.
Appears in 1 contract
Intellectual Property Rights and Confidentiality Clauses. 3.1 Party A shall have exclusive and proprietary ownership, rights and interests in and to any and all intellectual properties arising out of or intangible assets created or developed during the performance of this Agreement, Agreement by the Parties (including but not limited to copyrights, patents, patent applications, software, technical secrets, trade secrets and others) (to the extent not prohibited by PRC laws). Unless expressly authorized by Party A, Party B shall not be entitled to any interest in or in any Intellectual Property Rights belonging to Party A used by Party A in connection with the provision of Services under this Agreement. Party B shall execute all appropriate documents, take all appropriate actions, submit all filings and/or applications, render all appropriate assistance and otherwise conduct whatever is necessary as deemed by Party A at its sole discretion for the purposes of vesting any ownership, right or interest of any such intellectual property rights and intangible assets in Party A, and/or perfecting the protections for any such intellectual property rights in and intangible assets of Party A.A (including, without limitation, registering such intellectual property rights and intangible assets under the name of Party A).
3.2 The Parties acknowledge that the existence and the terms of this Agreement and any oral or written information exchanged between the Parties in connection with the preparation and performance of this Agreement are regarded as confidential information. Each Party shall maintain confidentiality of all such confidential information, and without obtaining the written consent of the other Party, it shall not disclose any relevant confidential information to any third partyparties, except for the information that: (a) is or will be in the public domain (other than through the receiving Party’s 's unauthorized disclosure); (b) is under the obligation to be disclosed pursuant to the applicable laws or regulations, rules of any stock exchange, or orders of the court or other government authorities; or (c) is required to be disclosed by any Party to its shareholders, directors, employees, legal counsels or financial advisors regarding the transaction contemplated hereunder, provided that such shareholders, directors, employees, legal counsels or financial advisors shall be bound by the confidentiality obligations similar to those set forth in this Section. Disclosure of any confidential information by the shareholders, director, employees of or agencies engaged by any Party shall be deemed disclosure of such confidential information by such Party and such Party shall be held liable for breach of this Agreement.
Appears in 1 contract
Samples: Exclusive Business Cooperation Agreement (Venus Acquisition Corp)