IPR Ownership. 12.1 Subject to Clause 13 below and anything to the contrary in the applicable Specific Schedule(s) or as agreed in a particular Order, as between Reseller and the Supplier, all Intellectual Property Rights in the Products shall be owned by the Supplier. The Supplier grants to the Reseller Group for the term as indicated in the Order a non-exclusive, worldwide, irrevocable license to resell the Products as standalone and Combined Products together with Reseller`s products and to permit its End Users to use the Products, including as Combined Products. Such license shall include the right to have any third party exercise such rights for the benefit of Reseller and Reseller Group.
12.2 In those cases, where natural language processing, text signal and image processing, machine learning technologies, or other cognitive capabilities for analyzing and processing data and content are used, any content including without limitation data used in or with the instances, processed content, output or results based on Reseller or End Customer content, as well as any enhancement or variation of such Instances based on or resulting from processing Reseller or End Customer con- tent shall remain at all times the property of Reseller. Supplier will not use or disclose such Reseller content, output or results and enhance- ments or variations of the Instances
12.3 Supplier represents and warrants that, if it has used or uses open source software or the Product contains open source software, Supplier has used, modified, and/or further developed the open source software in full compliance with the underlying license terms and conditions and such open source software has no viral effect on Reseller’s and its Af- filiate’s Intellectual Property Rights regardless of how such open source software is utilized, (b) will not subject reseller Group’s prod- ucts to any open source software licensing terms, regardless of how such open source software is utilized, and (c) will not include any terms that restrict Reseller Group’s full freedom of action, including, without limitation, any use restrictions.
12.4 The Supplier grants to the Reseller a temporary, royalty-free, non- exclusive licence to use the trademarks of the Supplier which are con- nected with the Products (the "Supplier Trademarks" subject to the fol- lowing conditions:
12.4.1 the Reseller shall only use the Supplier Trademarks as necessary for the purposes of performing its obligations under this Reseller Agreement;
12.4.2...
IPR Ownership. Except as expressly agreed upon by the Parties in the applicable Statement of Work or otherwise, all Foreground IPR, including Foreground IPR incorporated in Deliverables, shall be owned by the Parties in accordance with Clause 22.1 of the Agreement. Background IPR of a Party, including any Background IPR incorporated in Deliverables, shall remain the exclusive property of such Party as set forth in Section 22 of the Agreement.
IPR Ownership. All intellectual property rights existing prior to the Effective Date will belong to the party that owned such rights immediately prior to such date (“Pre-Existing Intellectual Property Rights”). Neither party will gain, by virtue of this Agreement, any rights of ownership of the Pre-Existing Intellectual Property Rights owned by the other.
IPR Ownership. 9.1 Each Party shall promptly disclose in confidence to the other Parties all Resulting IPR during the term of this Agreement and all Parties shall co-operate, where required, in relation to the preparation and prosecution of patent applications and any other Resulting IPR applications, and in relation to any legal proceedings concerning such patents and patent applications and any other Resulting IPR applications.
9.2 Each Party shall own the Resulting IPR generated by it under the Project and shall be responsible for securing ownership of such Resulting IPR from its employees, students and other agents.
9.3 Subject to clause 7.3, nothing contained in this Agreement or any licence agreement pertaining to this Project shall affect the absolute and unfettered rights of each Party in all inventions, discoveries and intellectual property contained in its Background IPR and the provisions of clause 13 shall apply to all such Background IPR. For the avoidance of doubt, this Agreement does not transfer or assign the ownership of a Party’s Background IPR to another Party.
9.4 Unless agreed otherwise, each Party shall take reasonable steps to undertake and continue at its expense the timely prosecution and maintenance of all Resulting IPR which is solely owned by that Party.
9.5 In the event that any of the Parties are jointly responsible for generating Resulting IPR such Resulting IPR shall be jointly owned by such Parties in accordance with the inventive contribution made by each Party to such Resulting IPR.
9.6 Joint owners of Resulting IPR shall agree between them on who shall be responsible for the timely prosecution and maintenance of all such Resulting IPR and the Party that is nominated to be so responsible shall be entitled to charge the other joint owners with a percentage of the costs of so doing as agreed between the joint owners. In the absence of any agreement to the contrary between joint owners the costs shall be equally shared.
IPR Ownership. Customer and AssetWorks shall each retain ownership of and all right, title, and interest in and to their respective pre-existing IPR and any derivatives thereto. AssetWorks will not obtain any ownership rights, title, or interest to Customer’s confidential data files nor will Customer obtain any ownership rights, title, or interest to the Software, SaaS, systems, and methods developed or employed by AssetWorks (collectively referred to herein as the “Service”). Services performed, code developed, and any IPR however arising during this Agreement (“Developments”) are not “works made for hire” nor any similar concept throughout the world, and AssetWorks is the sole owner of all right, title, and interest in such Developments. If any Developments may be considered “works made for hire” such that any IPR may accrue to Customer, then Customer hereby irrevocably assigns and agrees to assign any and all right, title, and interest thereto, whether now known or hereafter defined or discovered, to AssetWorks and Customer agrees to take such further action as AssetWorks may reasonably request to evidence such assignment. If Customer provides suggestions, enhancement requests, or ideas related to Services (“Feedback”), Customer agrees that AssetWorks has all rights to use, exploit, and incorporate such Feedback into the Services without restriction or payment.
IPR Ownership. Unless otherwise specifically and expressly stated in an applicable POC SOW, or in other agreements executed by the Parties under the Program, the following provisions shall apply with respect to the Parties' respective ownership of IPR.
IPR Ownership. 6.1 As between the Parties, NIO owns all the Intellectual Property Rights, titles, and other legal rights and interests in and to any Licensed Technologies provided by NIO to LICENSEE in connection with the performance of this Agreement (including without limitation, any documents, materials, responses, or other content containing NIO’s intellectual property, whether provided in written or oral form). The ownership of these rights and interests shall remain unchanged as a result of the performance of this Agreement.
6.2 Unless expressly agreed otherwise in writing between the Parties, LICENSEE will own all Intellectual Property Rights in and relating to the Improvements.
6.3 Nothing in this Agreement will operate to transfer, assign or otherwise grant any Party any ownership right or interest in any other Party’s Intellectual Property Rights.
IPR Ownership. Each Party shall own any intellectual property which is generated or first reduced to practice by it directly as a result of the work undertaken in connection with the activities of the Project ( Foreground IPR ) Where any Foreground IP is created or generated by two or more parties jointly and it is impossible to segregate each Parties intellectual contribution to the creation of the Foreground IP The Foreground shall be jointly owned by those parties in equal shares. Each party grants the other Party to the extent it is legally entitled to do so a royalty free non- exclusive licence to use the IPR from this Project.
IPR Ownership. All IPR in and/or in relation to the Software Service(s) (including any Documentation, manuals and operating documentation relating thereto) or in any materials (including software) provided by Signify during the course of supplying the Software Service(s) will vest in Signify or a Signify nominee, or its suppliers as the case may be. Customer will have no title to or interest in any such IPR except to the extent specifically set out in applicable Terms of Service Documents.
IPR Ownership. 9.1. The Customer acknowledges and agrees that Nomio and/or its licensors own all Intellectual Property Rights in the Platform and the Nomio Processing Data. Except as expressly stated herein, this Agreement does not grant the Customer or the Authorised Users any rights to, or in, patents, copyright, database right, trade secrets, trade names, trade marks (whether registered or unregistered), or any other rights or licences in respect of the Platform or the Nomio Processing Data.
9.2. Nomio confirms and warrants that it has all the rights in relation to the Platform that are necessary to enable it to licence the use of the same to the Customer under, and in accordance with, the terms of this Agreement.
9.3. Without prejudice to clause 9.1, the Customer shall own all intellectual property rights in the Customer Data.
9.4. Nomio may use the Customer's name and logo for the limited purpose of identifying the Customer as a customer of Nomio.