Licensee Developments. Licensee hereby grants, and shall require its Permitted Sublicensee(s) to grant to CSMC a nonexclusive, royalty-free, irrevocable, paid-up license, with the right to grant sublicenses to non-profit research institutions and governmental agencies, to practice and use Licensee Developments for non-commercial research purposes, which license shall include, without limitation, the rights to: (a) publish the scientific findings from research conducted by or through CSMC or on its behalf, (b) use any tangible or intangible information contained in the Licensee Developments (so long as CSMC shall treat such information as Confidential Information and maintain its confidentiality in accordance with Section 10 hereof), for CSMC’s internal teaching and other educationally-related and non-commercial (except for charges to its own patients) clinical purposes, where clinical use does not involve a third party funding grant to commercialize such information, and (c) obtain research funding from governmental and other nonprofit organizations (including grant applications).
Licensee Developments. Licensee shall own Intellectual Property only to the extent that it independently develops or acquires such Intellectual Property and that it does not infringe on the Licensed Property, or any Updates or Enhancements to the Licensed Software (“Licensee Developments”).
Licensee Developments. Licensee hereby grants, and shall require its Permitted Sublicensee(s) to grant to CSMC a nonexclusive, royalty-free, irrevocable, paid-up license, with the right to grant sublicenses to non-profit research institutions and governmental agencies, to practice and use Licensee Developments for non-commercial research purposes, which license shall include, without limitation, the rights to: (a) subject to the publication obligations in Section 5.5, publish the scientific findings from research conducted by or through CSMC or on its behalf, (b) use any tangible or intangible information contained in the Licensee Developments (so long as CSMC shall treat such information as Confidential Information and maintain its confidentiality in accordance with Section 10 hereof), for CSMC's internal teaching and other educationally-related and non-commercial (except for charges to its own patients) clinical purposes , where clinical use does not involve a third party funding grant to commercialize such information, and (c) obtain research funding from governmental and other nonprofit organizations (including grant applications).
Licensee Developments. In the event that Licensee intends to sponsor research in the Field of Use at CSMC, the parties shall use good faith reasonable efforts to discuss the inclusion in the research agreement to be entered into by the parties with respect to such research of the grant to CSMC of a royalty-free license to practice and use Licensee Developments for non-commercial research purposes to the extent necessary to perform such research.
Licensee Developments. Title to all Derivative Works based on the Licensed Products or Documentation which have been created solely by or for Licensee, shall be the property of Licensee, subject to Licensor's ownership rights in all preexisting materials included therein.
Licensee Developments. Licensee shall deliver to Licensor all modifica- tions, corrections and enhancements that it makes to the Licensed Software except for the Localized Versions ( "Licensee Developments"), in Source Code and Object Code forms, promptly upon their development, together with all relevant programmers' notes, documentation and commenting associated therewith. Licensor shall reimburse Licensee for all reasonable out-of-pocket expenses incurred in connection with the delivery to Licensor of the Licensee Developments. Licensee hereby grants to Licensor a perpetual, irrevocable, non-exclusive, royalty-free right and license, including the right to sublicense, to use, copy, modify, distribute, market, promote and create derivative works of any and all such Licensee Developments in Source Code and Object Code forms outside the Territory.
Licensee Developments. Subject to Licensor's ownership of the Licensed Property, Licensee shall, except as expressly set forth herein, own all right title and interest in and to the Licensee Developments, including any Localized Versions, including all Intellectual Property rights therein or thereto. Upon request, Licensor shall execute and deliver all such instruments and documents, including without limitation documents of assignment, and take all such steps and render all such assistance as may be reasonably necessary to assure to Licensee its rights under this Section 4.2.
Licensee Developments. Licensee hereby grants, and shall require its Permitted Sublicensee(s) to grant to CSMC a nonexclusive, royalty-free, irrevocable, paid-up license, with the right to grant sublicenses to non-profit research institutions and governmental agencies, to practice and use Licensee Developments for non-commercial research purposes, which license shall include, without limitation, the rights to: (a) publish the scientific findings from research conducted by or through CSMC or on its behalf; provided, however, that Licensee is provided forty-five (45) days prior notice of any such publication and an opportunity to review such publication; (b) use any tangible or intangible information contained in the Licensee Developments (so long as CSMC shall treat such information as Confidential Information and maintain its confidentiality in accordance with Section 10 hereof), for CSMC’s internal teaching and other educationally-related and non-commercial (except for charges to its own patients) clinical purposes, where clinical use does not involve a third party funding grant to commercialize such information; and (c) obtain research funding from governmental and other nonprofit organizations (including grant applications).
Licensee Developments. (a) Only to the extent expressly permitted in Sections 2.2, 2.4 and 2.16.1 above, ETC acknowledges that Licensee may develop and incorporate into Licensee Receivers made under this Agreement features that are proprietary to Licensee ("Licensee Technology").
(b) In the event that ETC permits Licensee, pursuant to Section 2.2, 2.4 or 2.16.1, to make feature or other changes to Licensee Receivers that are not included in the ETC Receiver Specifications, then Licensee agrees to reimburse ESC for all reasonable costs and expenses incurred by ESC and its affiliates to support such feature and other changes, including without limitation technical support and other call center costs, subject to applicable documentation and audit by Licensee, unless otherwise agreed in writing by the parties.
Licensee Developments. The Licensee shall own all right, title and interest in any modifications or derivative works of the Licensed Software made by the Licensee during the term of this Agreement, subject to Spyglass' and its licensors underlying rights as set forth in Section 4.1 above.
