Common use of IPRs Clause in Contracts

IPRs. 14.1 The IPRs in the Design Work shall vest in the Client upon payment for them being made by the Client. The Parties shall execute all documents necessary to give effect to this clause 14.1. 14.2 Other than in respect of the Design Work, the Company, upon payment being made, will grant to the Client a perpetual, non-exclusive, royalty-free licence (without the right to grant sub-licences) of its IPRs in the Deliverables and Generic Items in so far as it is necessary to enable the Client to operate, use maintain and update the Deliverables, as the case may be. 14.3 The Client shall use the Deliverables exclusively for the purposes of and in the furtherance of its business and shall not sell, assign or transfer any IPR rights granted under this Agreement to any third party without the Company’s prior consent or otherwise commercially exploit the same for profit. 14.4 The Client may also use any website development tools, techniques and skills, data processing techniques, software programming or development techniques, ideas and know- how belonging to the Company and which existed prior to the execution of the relevant Statement of Work or were gained during the performance of the Services to the extent needed to operate, maintain and update the Website and Software, as the case may be. 14.5 Except as expressly agreed in the Statement of Work, all IPRs in the Deliverables, but excluding the Client Materials and Design Work (as provided in clause 14.1, shall be the property of the Company). The IPRs in the Generic Items shall always be the property of the Company. 14.6 The Company expressly retains all rights in, or in relation to, all Concepts that are not progressed past the initial design stages and which do not become a Produced Design together with the rights in any and all work generated or developed in the future which is based on the Concepts or an underlying work in relation to the Concepts and any other rights (whether known now, or created later, and whether or not in the contemplation of the parties at the time of the Statement of Work) for its own and/or third party exploitation. 14.7 For the avoidance of doubt, nothing in this Agreement or in the Statement of Works shall amount to the transfer of IPRs in any Generic Items or shall prevent the Company from using, in the furtherance of its normal business, website development tools, techniques and skills, data processing techniques, software programming or development techniques, ideas and know-how which existed prior to the execution of the relevant Statement of Work or were gained during the performance of the Services.

IPRs. 14.1 The IPRs in the Design Work shall vest in the Client upon payment for them being made by the Client. The Parties shall execute all documents necessary to give effect to this clause 14.1. 14.2 Other than in respect of the Design Work, the Company, upon payment being made, will grant to the Client a perpetual, non-exclusive, royalty-free licence (without the right to grant sub-licences) of its IPRs in the Deliverables and Generic Items in so far as it is necessary to enable the Client to operate, use maintain and update the Deliverables, as the case may be. 14.3 The Client shall use the Deliverables exclusively for the purposes of and in the furtherance of its business and shall not sell, assign or transfer any IPR rights granted under this Agreement to any third party without partywithout the Company’s prior consent or otherwise commercially exploit the same for profit. 14.4 The Client may also use any website development tools, techniques and skills, data processing techniques, software programming or development techniques, ideas and know- how knowhow belonging to the Company and which existed prior to the execution of the relevant Statement of Work or were gained during the performance of the Services to the extent needed to operate, maintain and update the Website and Software, as the case may be. 14.5 Except as expressly agreed in the Statement of Work, all IPRs in the Deliverables, but excluding the Client Materials and Design Work (as provided in clause 14.1, shall be the property of the Company). The IPRs in the Generic Items shall always be the property of the Company. 14.6 The Company expressly retains all rights in, or in relation to, all Concepts that are not progressed past the initial design stages and which do not become a Produced Design together with the rights in any and all work generated or developed in the future which is based on the Concepts or an underlying work in relation to the Concepts and any other rights (whether known now, or created later, and whether or not in the contemplation of the parties at the time of the Statement of Work) for its own and/or third party exploitation. 14.7 For the avoidance of doubt, nothing in this Agreement or in the Statement of Works shall amount to the transfer of IPRs in any Generic Items or shall prevent the Company from using, in the furtherance of its normal business, website development tools, techniques and skills, data processing techniques, software programming or development techniques, ideas and know-how which existed prior to the execution of the relevant Statement of Work or were gained during the performance of the Services.