Inventions, Copyrights and Patents Sample Clauses

Inventions, Copyrights and Patents. The Company owns all Inventions and Works (as defined below) that Executive makes, conceives, develops, discovers, reduces to practice or fixes in a tangible medium of expression, alone or with others, either (a) during the term of Executive’s employment by the Company (whether or not during working hours), or (b) within 12 months after Executive’s employment ends if the Invention or Work is derived from or relates to any work Executive performed for the Company or involves the use or assistance of the Company’s facilities, materials, personnel or Confidential Information. The Company also owns all Inventions and Works that Executive brings to the Company that are used in the course of the Company’s business or that are incorporated into any Inventions or Works that belong to the Company. Executive will promptly disclose to the Company, hold in trust for the Company’s sole benefit, and assign to the Company and hereby assigns exclusively to the Company all Executive’s right, title, and interest in and to any and all Inventions and Works. Executive hereby waives any and all claims of any nature whatsoever that Executive now or hereafter may have for infringement of any patent resulting from any patent applications for any Inventions. Executive agrees that all Works shall be considered “works made for hire” so that the Company will be considered the author of the Works under the federal copyright laws. At the Company’s direction and expense Executive will execute all documents and take all actions necessary or convenient for the Company to give effect to the assignment to, and vesting of ownership in, the Company of all Inventions and Works. The Company shall have full control over all applications for patents or other legal protection of Inventions and Works.

See All (4)

Inventions, Copyrights and Patents. ICO shall own or be assigned by me all copyrightable “Work Product” I make, conceive, develop, discover, reduce to practice or fix in a tangible medium of expression, alone or with others, either: (a) during my service provider relationship by ICO irrespective of whether or not such Invention was made using ICO’s time or facilities; or (b) within one (1) year after my service provider relationship ends if the Invention or Work Product results from any work, idea or conception (either partial or completed) I performed for ICO or involves the use or assistance of ICO’s facilities, materials, personnel or Confidential Information. ICO shall own or be assigned by me all Inventions that I conceived solely or jointly or helped to reduce to practice while a service provider for ICO, and copyrightable Work Product authored by me that I bring to ICO and that is used in the course of ICO’s business or that is incorporated into any Work Product that belong to ICO. 2.1 Definition of “Inventions.” “Inventions” includes, but is not limited to, recipes, discoveries, developments, concepts, ideas, improvements to existing technology, processes, procedures, machines, products, compositions of matter, formulas, algorithms, computer programs and techniques (including functional specifications, source code and object code), and all other matters ordinarily intended by the word “invention,” whether patentable or not or otherwise legally protectable. “Inventions” also includes all records showing any part of a conception or a reduction to practice relating to an Invention.

Inventions, Copyrights and Patents. XxxxXxx.xxx owns all Inventions and Works I make, conceive, develop, discover, reduce to practice or fix in a tangible medium of expression, alone or with others, either (a) during my employment by XxxxXxx.xxx (including past employment, and whether or not during working hours), or (b) within one year after my employment ends if the Invention or Work results from any work I performed for XxxxXxx.xxx or involves the use or assistance of XxxxXxx.xxx's facilities, materials, personnel or confidential information. XxxxXxx.xxx also owns all Inventions and Works of mine that I bring to XxxxXxx.xxx that are used in the course of XxxxXxx.xxx's business or that are incorporated into any Inventions or Works that belong to XxxxXxx.xxx. I will promptly disclose to XxxxXxx.xxx, will hold in trust for XxxxXxx.xxx's sole benefit, will assign to XxxxXxx.xxx and hereby do assign to XxxxXxx.xxx all Inventions and Works described in the prior paragraph, including all copyrights (including renewal rights), patent rights and trade secret rights, vested and contingent. I will waive and hereby do waive any moral rights I have or may have in the Inventions and Works described in the prior paragraph. I agree that all Works I produce within the scope of my employment (which shall include all Works I produce related to XxxxXxx.xxx's business, whether or not done during regular working hours) shall be considered "works made for hire" so that XxxxXxx.xxx will be considered the author of the Works under the federal copyright laws. At XxxxXxx.xxx's direction and expense I will execute all documents and take all actions necessary or convenient for XxxxXxx.xxx to document, obtain, maintain or assign its rights to these Inventions and Works. XxxxXxx.xxx shall have full control over all applications for patents or other legal protection of these Inventions and Works.

Inventions, Copyrights and Patents a. Price agrees and covenants that, except as provided below, all works of authorship, inventions, and other materials produced, conceived or developed, either alone or with others, by Price during the course of his employment with NCT or Atlas ("Materials"), and all proprietary rights in such Materials, shall be deemed to be “works-made-for-hire” and shall be and are the exclusive property of the Company. Accordingly, Price hereby irrevocably and perpetually assigns, transfers, and conveys to Atlas, its successors and assigns, his entire right, title, and interest in the Materials and any improvements thereon throughout the world, including without limitation: (i) All patents, copyrights, trade secrets, and other proprietary rights in the Materials and all rights to prosecute applications, and to secure registrations, renewals, and extensions of the same; (ii) All rights to make use, practice, import, export, and otherwise fully exploit the Materials and any and all improvements that Atlas may develop; (iii) All rights under any letters patent issued on the Materials or improvements thereon, and any processes and designs therein, and all rights to enjoy the same; and (iv) All documents, notes, notebooks, drawings, schematics, prototypes, magnetically encoded media, or other information or materials related to the Materials. b. Price agrees and covenants to, and shall disclose in writing, all Materials to Atlas on or before the Effective Date. When requested, and at Atlas’s expense, Price will assist Atlas or its designee in efforts to protect such Materials, including without limitation by taking any of the following actions: making application in the United States and in foreign countries for a patent on any Materials specified by Atlas; executing documents of assignment to Atlas or its designee of all Price's right, title and interest in and to any Materials, any patent applications relating thereto, and any patents granted thereon; and from time to time, at the request of Atlas, executing all instruments and rendering all such assistance as may reasonably be required in order to protect the rights of Atlas or its designee and to vest in Atlas or its designee all rights to any Materials, patent applications and patents.

Inventions, Copyrights and Patents. The Employee agrees that as to any inventions or works of authorship made by him/her during the term of his/her employment, solely or jointly with others, which are made with the Corporation's equipment, supplies, facilities, trade secrets or time, or which relate to the business of the Corporation or the Corporation's actual or demonstrably anticipated research or development, or which result from any work performed by the Employee for the Corporation, such inventions and works of authorship and all proprietary rights therein, including patents, copyrights and trade secrets, shall belong to the Corporation and he/she promises to assign such inventions and rights to the Corporation. The Employee also agrees that the Corporation shall have the right to keep such inventions as trade secrets, if the Corporation chooses. This Agreement does not apply to any inventions which are the subject of Section 2870 of the California Labor Code. Further, this Article 6 does not apply to any inventions or works of authorship, if any, identified in Schedule C attached hereto.

Inventions, Copyrights and Patents. The Company owns all Inventions and Works (as defined below) Employee makes, conceives, develops, discovers, reduces to practice or fixes in a tangible medium of expression, alone or with others, either (a) during the term of Employee’s employment by the Company (including past employment, and whether or not during working hours), or Montavo Confidential

Related to Inventions, Copyrights and Patents

Copyrights and Patents When the RECIPIENT creates any copyrightable materials or invents any patentable property under this Agreement, the RECIPIENT may copyright or patent the same but ECOLOGY retains a royalty free, nonexclusive, and irrevocable license to reproduce, publish, recover, or otherwise use the material(s) or property, and to authorize others to use the same for federal, state, or local government purposes.

Inventions and Patents For purposes of this Agreement, “Inventions” includes, without limitation, information, inventions, contributions, improvements, ideas, or discoveries, whether protectable or not, and whether or not conceived or made during work hours. Executive agrees that all Inventions conceived or made by Executive during the period of employment with Employer belong to Employer, provided they grow out of Executive’s work with Employer or are related in some manner to the Business, including, without limitation, research and product development, and projected business of Employer or its affiliated companies. Accordingly, Executive will: a. Make adequate written records of such Inventions, which records will be Employer’s property; b. Assign to Employer, at its request, any rights Executive may have to such Inventions for the U.S. and all foreign countries; c. Waive and agree not to assert any moral rights Executive may have or acquire in any Inventions and agree to provide written waivers from time to time as requested by Employer; and d. Assist Employer (at Employer’s expense) in obtaining and maintaining patents or copyright registrations with respect to such Inventions. Executive understands and agrees that Employer or its designee will determine, in its sole and absolute discretion, whether an application for patent will be filed on any Invention that is the exclusive property of Employer, as set forth above, and whether such an application will be abandoned prior to issuance of a patent. Employer will pay to Executive, either during or after the term of this Agreement, the following amounts if Executive is sole inventor, or Executive’s proportionate share if Executive is joint inventor: $750 upon filing of the initial application for patent on such Invention; and $1,500 upon issuance of a patent resulting from such initial patent application, provided Executive is named as an inventor in the patent. Executive further agrees that Executive will promptly disclose in writing to Employer during the term of Executive’s employment and for one (1) year thereafter, all Inventions whether developed during the time of such employment or thereafter (whether or not Employer has rights in such Inventions) so that Executive’s rights and Employer’s rights in such Inventions can be determined. Except as set forth on the initialed Exhibit B (List of Inventions) to this Agreement, if any, Executive represents and warrants that Executive has no Inventions, software, writings or other works of authorship useful to Employer in the normal course of the Business, which were conceived, made or written prior to the date of this Agreement and which are excluded from the operation of this Agreement.

INTELLECTUAL PROPERTY RIGHTS - INVENTION AND PATENT RIGHTS A. General 1. NASA has determined that 51 U.S.C. § 20135(b) does not apply to this Agreement. Therefore, title to inventions made (conceived or first actually reduced to practice) under this Agreement remain with the respective inventing party(ies). No invention or patent rights are exchanged or granted under this Agreement, except as provided herein.

Intellectual Property, Inventions and Patents Executive acknowledges that all discoveries, concepts, ideas, inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, patent applications, copyrightable work and mask work (whether or not including any confidential information) and all registrations or applications related thereto, all other proprietary information and all similar or related information (whether or not patentable) which relate to Parent’s or any of its Subsidiaries’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by Executive (whether alone or jointly with others) while employed by the Company and its Subsidiaries, whether before or after the date of this Agreement (“Work Product”), belong to Parent, the Company or such Subsidiary. Executive shall promptly disclose such Work Product to the Board and, at the Company’s expense, perform all actions reasonably requested by the Board (whether during or after the Employment Period) to establish and confirm such ownership (including, without limitation, assignments, consents, powers of attorney and other instruments).

Other Patents and Copyrights 12 5.7. Remedies.......................................................................... 12

Trademarks, Patents and Copyrights (a) Section 3.17 of the Seller Disclosure Schedule contains a true and complete list of Seller Intellectual Property and includes details of all due dates for further filings, maintenance, payments or other actions falling due within twelve (12) months of the Closing Date. All of Seller's patents, patent applications, registered trademarks, and trademark applications, and registered copyrights remain in good standing with all fees and filings due as of the Closing Date duly made and the due dates specified in the Seller Disclosure Schedule are accurate and complete. (b) The Seller Intellectual Property consists solely of items and rights which are: (i) owned by Seller; or (ii) rightfully used by Seller pursuant to a valid license ("SELLER LICENSED INTELLECTUAL PROPERTY"), the parties and date of each such license agreement and each material agreement in which Seller is the licensor or owner of the subject rights in the agreement being set forth on Section 3.17(b) of the Seller Disclosure Schedule. Seller has all rights in Seller Intellectual Property necessary to carry out Seller's current activities (and had all rights necessary to carry out its former activities at the time such activities were being conducted), including without limitation, to the extent required to carry out such activities, rights to make, use, reproduce, modify, adopt, create derivative works based on, translate, distribute (directly and indirectly), transmit, display and perform publicly, license, rent and lease and, other than with respect to the Seller Licensed Intellectual Property, assign and sell, the Seller Intellectual Property. (c) The reproduction, manufacturing, distribution, licensing, sublicensing or sale of any Seller Intellectual Property, now used or offered or proposed for use, licensing or sale by Seller does not infringe on any patent, copyright, trademark, service xxxx, trade name, trade dress, firm name, Internet domain name, logo, trade dress, of any person and does not constitute a misappropriation of any trade secret. No claims (i) challenging the validity, effectiveness or ownership by Seller of any of the Seller Intellectual Property, or (ii) to the effect that the use, distribution, licensing, sublicensing or sale of the Seller Intellectual Property as now used or offered or proposed for use, licensing, sublicensing or sale by Seller infringes or will infringe on any intellectual property or other proprietary right of any person have been asserted or, to the knowledge of Seller, are threatened by any person or have been made or threatened by any person against the Seller's distributors. To the knowledge of Seller, there is no unauthorized use, infringement or misappropriation of any of the Seller Intellectual Property by any third party, employee or former employee. (d) All Seller Intellectual Property has been solely developed by full time employees within the scope of his or her employment with the Seller or within the scope of his or her employment with companies acquired by Seller prior to the date hereof. All employee contribution or participation in the conception and development of the Seller Intellectual Property on behalf of Seller constitutes work prepared by an employee within the scope of his or her employment in accordance with applicable federal and state law that has accorded Seller ownership of all tangible and intangible property thereby arising. (e) Seller is not, nor as a result of the execution or delivery of this Agreement, or performance of Seller's obligations hereunder, will Seller be, in violation of any material license, sublicense, agreement or instrument to which Seller is a party or otherwise bound, nor will execution or delivery of this Agreement, or performance of Seller's obligations hereunder, cause the diminution, termination or forfeiture of any material Seller Intellectual Property. (f) Section 3.17(f) of the Seller Disclosure Schedule contains a true and complete list of all of Seller's internally-developed software programs ("SELLER SOFTWARE PROGRAMS"). Seller owns full and unencumbered right and good, valid and marketable title to such Seller Software Programs and all Seller Intellectual Property free and clear of all mortgages, pledges, liens, security interests, conditional sales agreements or encumbrances. (g) The Seller Software Programs (i) have been designed to ensure year 2000 compatibility, which includes, but is not limited to, being able to provide specific dates and calculate spans of dates within and between twentieth century and twenty-first century, prior to, including and following January 1, 2000; (ii) operate and will operate in accordance with their specifications and correctly process day and date calculations for dates prior and up to December 31, 1999, and on and after January 1, 2000, prior to, during and after the calendar year 2000; and (iii) shall not end abnormally or provide invalid or incorrect results as a result of date data, specifically including date data which represents or references different centuries or more than one century.

Patents and Patent Applications To the Company’s knowledge, all patents and patent applications owned by or licensed to the Company or under which the Company has rights have been duly and properly filed and maintained; to the knowledge of the Company, the parties prosecuting such applications have complied with their duty of candor and disclosure to the USPTO in connection with such applications; and the Company is not aware of any facts required to be disclosed to the USPTO that were not disclosed to the USPTO and which could reasonably be expected to preclude the grant of a patent in connection with any such application or could reasonably be expected to form the basis of a finding of invalidity with respect to any patents that have issued with respect to such applications.

Copyrights, Patents and Trademarks (i) Borrower hereby represents and warrants that, as of the date of this Agreement, Borrower does not have any maskworks, computer software, or other copyrights, that are registered (or are the subject of any application for registration) with the United States Copyright Office. Borrower hereby covenants and agrees that Borrower will NOT register with the United States Copyright Office (or apply for such registration of) any of Borrower’s maskworks, computer software, or other copyrights, unless Borrower has provided Lender not less than 30 days prior written notice of the commencement of such registration/application and Borrower has executed and delivered to Lender such security agreement(s) and other documentation (in form and substance reasonably satisfactory to Lender) which Lender in its good faith business judgment may require for filing with the United States Copyright Office with respect to such registration or application. (ii) Borrower will identify to Lender in writing any and all patents and trademarks of Borrower that are registered (or the subject of any application for registration) with the United States Patent and Trademark Office and, upon Lender’s request therefor, promptly execute and deliver to Lender such security agreement(s) and other documentation (in form and substance reasonably satisfactory to Lender) which Lender in its good faith business judgment may require for filing with the United States Patent and Trademark Office with respect to such registration or application. (iii) Borrower will: (x) protect, defend and maintain the validity and enforceability of Borrower’s copyrights, patents, and trademarks; (y) promptly advise Lender in writing of material infringements of Borrower’s copyrights, patents, or trademarks of which Borrower is or becomes aware; and (z) not allow any material item of Borrower’s copyrights, patents, or trademarks to be abandoned, forfeited or dedicated to the public without Lender’s written consent.

Patents, Trademarks, Copyrights and Licenses All patents, patent applications, trademarks, trademark applications, service marks, service xxxx applications, copyrights, copyright applications, design rights, tradenames, assumed names, trade secrets and licenses owned or utilized by any Borrower are set forth on Schedule 5.9, are valid and have been duly registered or filed with all appropriate Governmental Bodies and constitute all of the intellectual property rights which are necessary for the operation of its business; there is no objection to or pending challenge to the validity of any such patent, trademark, copyright, design rights, tradename, trade secret or license and no Borrower is aware of any grounds for any challenge, except as set forth in Schedule 5.9 hereto. Each patent, patent application, patent license, trademark, trademark application, trademark license, service xxxx, service xxxx application, service xxxx license, design rights, copyright, copyright application and copyright license owned or held by any Borrower and all trade secrets used by any Borrower consist of original material or property developed by such Borrower or was lawfully acquired by such Borrower from the proper and lawful owner thereof. Each of such items has been maintained so as to preserve the value thereof from the date of creation or acquisition thereof. With respect to all software used by any Borrower, such Borrower is in possession of all source and object codes related to each piece of software or is the beneficiary of a source code escrow agreement, each such source code escrow agreement being listed on Schedule 5.9 hereto.

Patents and Inventions The Contractor shall promptly and fully report to the Department any discovery or invention arising out of or developed in the course of performance of this Agreement. If the services under this Agreement are supported by a federal grant of funds, the Contractor shall promptly and fully report to the federal government for the federal government to make a determination as to whether patent protection on such invention shall be sought and how the rights in the invention or discovery, including rights under any patent issued thereon, shall be disposed of and administered in order to protect the public interest.

Filter & Search

Related Clauses

Parent Clauses

Sub-Clauses

Related to Inventions, Copyrights and Patents

Most Referenced Clauses

Most Referenced Definitions