Intellectual Property Rights and Licensing Sample Clauses

Intellectual Property Rights and Licensing. 23.1 The ownership of the IPR in any item existing before the Commencement Date will not be transferred or assigned from one party to the other party merely by virtue of that item’s use by the other party under this Agreement. 23.2 Nothing in this clause affects the ownership of any IPR in any item coming into existence independently of this Agreement and which is incorporated into the Services. 23.3 On receipt of payment in full of the Charge and subject always to Your compliance with this clause 23, Canon grants You a non-exclusive and non-transferable licence during the Term to use the Canon Materials for Your internal business purposes. 23.4 You may, subject to clause 23.5(c) make a reasonable number of back-up copies of the Canon Materials to support the permitted use, provided all copies include Canon or the third party manufacturer’s copyright notice as it appears in the original copy of the Software provided. 23.5 You must not: (a) copy, reproduce, export or deal in the Canon Materials in any way except as expressly permitted by this Agreement and to the extent and in the circumstances permitted by law; (b) remove, alter or obliterate any IPR or proprietary notice or other notice required by national legislation or regulation on any products or Canon Materials supplied by Canon; and (c) decompile, reverse engineer, disassemble or otherwise reduce any part of the Canon Materials to human-readable form nor permit any third party to do so. 23.6 If Canon Materials contains any items in which IPR are owned by a third party, Canon warrants You are entitled to use them for the purpose contemplated under this Agreement without having to obtain consent from that third party, except where You are required to enter into a third party licence and You are informed of that requirement before entering into this Agreement.
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Intellectual Property Rights and Licensing. 12.1 All intellectual property rights in all Applications developed or made available as part of the Services or other documentation and other materials in which any right of intellectual property is or may be vested are vested exclusively in Taggrs or its licensors. 12.2 Client only acquires the revocable, non-exclusive and non-transferable rights and powers of use, as granted expressly and in writing in the Agreement or otherwise, for the duration of the Agreement (license). The license is granted subject to Customer's timely and complete payment of the fees set forth in the Agreement and subject to Customer's compliance with the provisions of the Agreement and the Terms and Conditions. Without Taggrs' prior written consent, Client shall not be entitled to sublicense. 12.3 Client will not otherwise reproduce or disclose the Applications developed or made available as part of the Services or other documentation and other materials. Client is not allowed to remove or change any indication concerning copyrights, brands, trade names or other intellectual property rights from Applications or other documentation and other materials developed or made available as part of the Services. Nor is Customer permitted to reconstruct the source code of by reverse engineering. Customer guarantees that it will not use the intellectual property rights vested in or contained in the Applications or other documentation and other materials developed or made available as part of the Services for purposes other than those included in the Agreement. 12.4 Taggrs is permitted to take technical measures to protect the Applications developed or made available as part of the Services or other documentation and other materials, provided such measures do not adversely affect functionality. If the Applications developed or made available as part of the Services or other documentation and other materials are secured by means of technical protection, Client shall not be permitted to remove or circumvent such security.
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Intellectual Property Rights and Licensing. The copyright of the software and other material (e.g. documentation, training material ...) contributed to gLite remains with the Party or Parties having developed or provided the software or material. This includes in particular the gLite software developed so far by the EGEE project series. Rights and obligations of the Parties with regard to intellectual property shall be agreed in writing between the parties after consulting the Council. The software developed as the result of the common activities of the Collaboration established upon the signature of this CA will be distributed under an Open-Source license that allows its commercial exploitation through distribution, extension, support, training, etc. The Apache License, version 2, (xxxx://xxxxxx.xxx/licenses/LICENSE-2.0), currently adopted for most of the gLite software, is considered adequate for this purpose and is adopted. The following are excluded from this CA: - all past, present or future intellectual property not jointly developed by the Parties; - all past, present or future intellectual property owned and developed by the individual Parties, its members, clients, users, associated agents and contractors. - all past, present or future Intellectual Property not developed by the same specific principal researcher (and his/her research group) employed by a Party who was said Party’s principal researcher for the EGEE series. The remaining allocation and protection of intellectual property rights under this CA shall be in accordance with the annexes which would be negotiated by each party in the future. The annexes will form an integral part of this CA.
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Intellectual Property Rights and Licensing. 6.1 The trademarks, logos, trade names and service marks, whether registered or unregistered (collectively the "Trademarks") displayed on the Platform are Trademarks of us or our associated parties. Nothing contained on the Platform should be construed as granting by implication or otherwise, any license or right to use any of the Trademarks without the written permission of us or our associated parties. 6.2 All content available on the Platform, including but not limited to text, graphics, photographs, sounds, music, videos, user manuals, information, applications, documentation, the Studio, APIs, and the layout of the Platform (the “Content”), is protected by applicable intellectual property laws. The Content or the underlying intellectual property rights ar e owned by us or our associated parties, or are used by us under a license or with permission including any intellectual property rights that subsist in the Studio. You may not copy, publish, distribute, license, edit, modify or use the Content in any manner, unless such rights are expressly granted to you by agreement. 6.3 We hereby grant you a limited, worldwide, royalty-free, non-exclusive, revocable, non-sublicenseable, non-transferable license to use the Studio made available on the Platform, solely to develop mini-programs for implementation on platforms operated by us or our associated parties . You may not use the Studio made available on the Platform to develop applications for other platforms or to develop another software development kit (“SDK”). You may not copy (except for backup purposes), modify, adapt, redistribute, decompile, reverse engineer, disassemble, or create derivative works of the Studio or any part of the Studio, except as expressly provided under this Agreement. 6.4 You shall not provide the Content (or any part thereof) to any third parties. We reserve the right to take actions and seek the appropriate remedy against you for any unauthorized use of the Content. 6.5 We agree that we obtain no right, title or interest from you (or your licensors) under this Agreement in or to any software applications that you develop using the Studio, including any intellectual property rights that subsist in those applications. You agree that you are solely responsible for (and that we have no responsibility to you or to any third party for) any data, content, or resources that you create, transmit or display through any software applications that you develop using the Studio, and for the...
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Intellectual Property Rights and Licensing. 3.1. Ownership and licensing (intellectual property rights formed by management consulting and service) (A) The two parties confirm that Company A is the exclusive owner of all rights and benefits generated from the implementation of the Agreement, including but not limited to trademark rights, software copyright, enterprise development strategy, technical information (data), proprietary technology (including technical know-how/secrets), management system, patent rights, trade secrets, copyright (if any) and other intellectual property rights related to the service provided, whether developed by Company A or developed by Company B on the basis of Company A’s previous intellectual property rights. (B) The two parties warrant that Company B shall sign up all documents and take all actions required to make Company A the owner of such intellectual property. Company B shall not challenge Company A’s ownership of all intellectual property hereinabove. Any application for registration or other acquisition of any such intellectual property by Company B shall be subject to the prior written consent of Company A. (C) Company A may grant Company B a non-exclusive right to utilize the intellectual property mentioned in article 3.1 on the condition that the content, purpose and scope of the intellectual property used by Company B shall be subject to the prior written consent of Company A. The licensed intellectual property hereinabove shall be a paid and revocable authorization. Any matters related to the above license shall be specified in a separate agreement signed by both parties and the grant of such license shall not result in the transfer of any intellectual property rights or any restriction on Company A’s exercise of its full ownership over all such intellectual property. Without the prior written consent of Company A’s, the intellectual property license granted to Company B shall not be transferred or sublicensed by Company B to any third party. 3.2. Exclusive license (intellectual property under the name of Company B) Both parties agree that Company A is hereby irrevocably authorized to enjoy the exclusive utilization and benefit rights of all intellectual property whether currently or in the future belongs to Company B, including but not limited to copyright in computer software [HengKuaiBao insurance software (hereinafter referred to as “HengKuaiBao”), YouHuiBao insurance software ((hereinafter referred to as “YouHuiBao”)], proprietary technology (APP appl...
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Intellectual Property Rights and Licensing. The Creators represent and warrant to Client that they own or have obtained all necessary permissions and rights to use the raw video footage, images, audio, music, graphics and any other materials included in the completed videos produced for this Project. The copyright of each video shall be owned by the Creators in equal shares, and the Creators shall have absolute control over the content of each video. The Creators shall have the exclusive right to publish the produced content on their own websites for a period of one month after initial publication of each video. One month after publication on the Creators’ website and other electronic and social media platforms, Client will receive a lifetime fully-paid-up license to use and publish the content produced pursuant to this Agreement on its own website and other electronic and social media platforms. Creators shall provide to Client a copy of each such video suitable for publication on the Client’s website and social media platforms at least seven days prior to the date the license granted above becomes effective. Client agrees that it or its successors, assigns, or other legal representatives will at any time on the request and at the expense of Creators or their successors, assigns, or other legal representatives, without undue delay, execute and deliver any and all papers and do all lawful acts that may be necessary or desirable to perfect the title to the Project, including, but not limited to, registration of copyright. The Client shall retain ownership of any images, music, or sound effects used in this Project that the Client has created, whether or not it was created for this Project, but grants a non-exclusive, unlimited, non-revokable worldwide license to the Creators for any images, music, or sound effects that the Creators have used in the creation of the Project. The Creators will obtain written permission or written evidence of a license from the owner of any intellectual property added to the Project by the Creators but not owned by the Creators prior to using that intellectual property in the video Project. Any such intellectual property will be used only if the permission or license allows both Creators and Client unlimited and worldwide use of the intellectual property in the Project. The Creators will provide the Client with a written list of all such intellectual property and a copy of all permissions or licenses obtained upon request.
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Intellectual Property Rights and Licensing. Related Warranties. Z-Tel represents and warrants to MCI as follows: ********. ********.
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Intellectual Property Rights and Licensing 
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Related to Intellectual Property Rights and Licensing

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

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

  • Proprietary Rights and Licenses 7.1 Subject to the limited rights expressly granted under this Agreement, we and our licensors reserve all of right, title and interest in and to the Sage Services and Content, including all related intellectual property rights. No rights are granted to you other than as expressly set out in this Agreement. 7.2 We grant to you a worldwide, limited-term license to use Content acquired by you pursuant to Order Forms, subject to those Order Forms, this Agreement and the Collateral. 7.3 You grant us and our Affiliates a worldwide, limited- term license to host, copy, transmit and display Customer Data, and any Non-Sage Applications and program code created by or for you using a Sage Service, as necessary for us to provide the Sage Services in accordance with this Agreement. Subject to the limited licenses granted within this Agreement, we acquire no right, title or interest under this Agreement in or to Customer Data or any Non-Sage Application. 7.4 You grant to us and our Affiliates a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Sage Services any suggestion, enhancement request, recommendation, correction or other feedback provided by you or users relating to the operation of the Sage Services. 7.5 You grant to us a non-exclusive non-transferable right to use your name and logo in our marketing or promotional material during the term of this Agreement for the purpose of identifying you as a customer.

  • Patents and Intellectual Property Rights Recipients are subject to the Xxxx-Xxxx Act, 35 U.S.C. § 200 et seq, unless otherwise provided by law. Recipients are subject to the specific requirements governing the development, reporting, and disposition of rights to inventions and patents resulting from federal financial assistance awards located at 37 C.F.R. Part 401 and the standard patent rights clause located at 37 C.F.R. § 401.14.

  • Infringement of Intellectual Property Rights Seller (or its supplier) shall indemnify and hold Purchaser harmless against an award of damages and costs against Purchaser by a final judgment of a court of last resort in the country in which the Equipment is originally installed by Seller resulting from actual or alleged patent infringement relating in any way to use or sale of the Equipment, or any component thereof furnished hereunder, provided that Purchaser (i) gives Seller immediate notice in writing of any suit or claim for infringement against Purchaser, (ii) permits Seller (or its supplier) to control the defense of any suit or claim, and (iii) gives Seller (or its supplier) all available information, assistance, and authority to enable Seller (or its supplier) to assume such defense. Seller (or its supplier) shall diligently defend and prosecute all such patent infringement litigation and shall keep Purchaser fully informed of all developments in the defense or adjustments of any such claim or action. If a final injunction or judgment in any patent infringement action is rendered restraining Purchaser’s use of the Equipment, or of any component thereof, Seller shall, at its option and expense, either (i) procure for Purchaser the right to use the Equipment, or (ii) replace or modify the infringing component so that it no longer infringes, or (iii) repurchase the Equipment upon its return to Seller, less reasonable depreciation of 2% per month from date of installation, for use, damage, or obsolescence. Seller shall have no liability whatsoever to Purchaser if any such patent infringement or claim thereof is based upon or arises from (i) the use of any Equipment in combination with an apparatus or device not manufactured or supplied by Seller and such combination cause the infringement, (ii) the use of any Equipment in a manner for which it was neither designed nor contemplated, or (iii) any modification of any Equipment by Purchaser, or by Seller at Purchaser’s request, or by any third party, which causes the Equipment to become infringing.