License to Chart Licensed Intellectual Property. 1. Notwithstanding anything to the contrary herein, the Chart Sublicense Agreement for Phase 1 between Owner and Contractor, dated as of the Contract Date (the “Chart Sublicense Agreement”) is the exclusive agreement governing the rights, license, and sublicense to Owner of “Chart Licensed Intellectual Property” (as defined in the Chart Sublicense Agreement). Contractor represents, warrants, and covenants that, under the terms of the Driftwood LNG Phase 1 License Agreement between Chart and Contractor, dated as of the Contract Date (the “Chart License Agreement,” a redacted copy of which has been provided to Owner on the Contract Date), Contractor possesses, and will at all times possess, all rights and licenses (including the right to sublicense) necessary to grant the rights, licenses, and sublicenses granted to Owner pursuant to the Chart Sublicense Agreement. Owner’s rights, obligations, and use of the Chart Licensed Intellectual Property under the Chart License Agreement are subject to and governed by the Chart Sublicense Agreement. Without prejudice to the indemnities set forth in Section 17.1B, all Intellectual Property rights in and resulting from Work Product incorporating Chart Licensed Intellectual Property shall vest, as among Chart, Contractor and Owner, in accordance with and be exclusively governed by the Chart License Agreement and the Chart Sublicense Agreement. To the extent a provision in this Agreement (including any part of Article 19) conflicts or is otherwise inconsistent with a provision in the Chart Sublicense Agreement with respect to Chart Intellectual Property (including but not limited to Owner’s rights and obligations with respect to the same), the Chart Sublicense Agreement shall control.
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License to Chart Licensed Intellectual Property. 1. Notwithstanding anything to the contrary herein, the Chart Sublicense Agreement for Phase 1 3 between Owner and Contractor, dated as of the Contract Date (the “Chart Sublicense Agreement”) ), is the exclusive agreement governing the rights, license, and sublicense to Owner of “Chart Licensed Intellectual Property” (as defined in the Chart Sublicense Agreement). Contractor represents, warrants, and covenants that, under the terms of the Driftwood LNG Phase 1 3 License Agreement between Chart and Contractor, dated as of the Contract Date (the “Chart License Agreement,” a redacted copy of which has been provided to Owner on the Contract Date), Contractor possesses, and will at all times possess, all rights and licenses (including the right to sublicense) necessary to grant the rights, licenses, and sublicenses granted to Owner pursuant to the Chart Sublicense Agreement. Owner’s rights, obligations, and use of the Chart Licensed Intellectual Property under the Chart License Agreement are subject to and governed by the Chart Sublicense Agreement. Without prejudice to the indemnities set forth in Section 17.1B, all Intellectual Property rights in and resulting from Work Product incorporating Chart Licensed Intellectual Property shall vest, as among Chart, Contractor and Owner, in accordance with and be exclusively governed by the Chart License Agreement and the Chart Sublicense Agreement. To the extent a provision in this Agreement (including any part of Article 19) conflicts or is otherwise inconsistent with a provision in the Chart Sublicense Agreement with respect to Chart Intellectual Property (including but not limited to Owner’s rights and obligations with respect to the same), the Chart Sublicense Agreement shall control.
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License to Chart Licensed Intellectual Property. 1. Notwithstanding anything to the contrary herein, the Chart Sublicense Agreement for Phase 1 4 between Owner and Contractor, dated as of the Contract Date (the “Chart Sublicense Agreement”) ), is the exclusive agreement governing the rights, license, and sublicense to Owner of “Chart Licensed Intellectual Property” (as defined in the Chart Sublicense Agreement). Contractor represents, warrants, and covenants that, under the terms of the Driftwood LNG Phase 1 4 License Agreement between Chart and Contractor, dated as of the Contract Date (the “Chart License Agreement,” a redacted copy of which has been provided to Owner on the Contract Date), Contractor possesses, and will at all times possess, all rights and licenses (including the right to sublicense) necessary to grant the rights, licenses, and sublicenses granted to Owner pursuant to the Chart Sublicense Agreement. Owner’s rights, obligations, and use of the Chart Licensed Intellectual Property under the Chart License Agreement are subject to and governed by the Chart Sublicense Agreement. Without prejudice to the indemnities set forth in Section 17.1B, all Intellectual Property rights in and resulting from Work Product incorporating Chart Licensed Intellectual Property shall vest, as among Chart, Contractor and Owner, in accordance with and be exclusively governed by the Chart License Agreement and the Chart Sublicense Agreement. To the extent a provision in this Agreement (including any part of Article 19) conflicts or is otherwise inconsistent with a provision in the Chart Sublicense Agreement with respect to Chart Intellectual Property (including but not limited to Owner’s rights and obligations with respect to the same), the Chart Sublicense Agreement shall control.
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License to Chart Licensed Intellectual Property. 1. Notwithstanding anything to the contrary herein, the Chart Sublicense Agreement for Phase 1 2 between Owner and Contractor, dated as of the Contract Date (the “Chart Sublicense Agreement”) ), is the exclusive agreement governing the rights, license, and sublicense to Owner of “Chart Licensed Intellectual Property” (as defined in the Chart Sublicense Agreement). Contractor represents, warrants, and covenants that, under the terms of the Driftwood LNG Phase 1 2 License Agreement between Chart and Contractor, dated as of the Contract Date (the “Chart License Agreement,” a redacted copy of which has been provided to Owner on the Contract Date), Contractor possesses, and will at all times possess, all rights and licenses (including the right to sublicense) necessary to grant the rights, licenses, and sublicenses granted to Owner pursuant to the Chart Sublicense Agreement. Owner’s rights, obligations, and use of the Chart Licensed Intellectual Property under the Chart License Agreement are subject to and governed by the Chart Sublicense Agreement. Without prejudice to the indemnities set forth in Section 17.1B, all Intellectual Property rights in and resulting from Work Product incorporating Chart Licensed Intellectual Property shall vest, as among Chart, Contractor and Owner, in accordance with and be exclusively governed by the Chart License Agreement and the Chart Sublicense Agreement. To the extent a provision in this Agreement (including any part of Article 19) conflicts or is otherwise inconsistent with a provision in the Chart Sublicense Agreement with respect to Chart Intellectual Property (including but not limited to Owner’s rights and obligations with respect to the same), the Chart Sublicense Agreement shall control.
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