Licenses and Ownership Sample Clauses

Licenses and Ownership. Scope. These General Terms and Conditions set forth the general terms and conditions under which ASSA ABLOY sells and provides Products and Services. Each Agreement will be deemed to incorporate and be subject to all the terms and conditions of these General Terms and Conditions, except to the extent the Quote expressly modifies specific terms.
Sample 1Sample 2Sample 3See All (4)
AutoNDA by SimpleDocs
Licenses and Ownership. Customer hereby grants Yodle Xxx.xxx and its designees a non-exclusive, irrevocable (during the Term), worldwide, transferable, sublicensable right and license, in connection with the Services, to (a) use, reproduce, mirror, distribute, modify, perform and display the Ads and Customer Content (or any portions thereof), (b) use Customer's name and logo, (c) distribute the Ads and Customer Content to the Yodle Xxx.xxx Distribution Network, (d) list, represent, register or establish accounts or keywords and (e) manage directory (including Google+ Local) listings. As between Yodle Xxx.xxx and Customer, (i) Customer owns the Customer Content and (ii) Yodle Xxx.xxx owns any Content (other than the Customer Content), templates, data or technology, including all related intellectual property rights, in and to the Services and any suggestions, ideas, enhancement requests, feedback, recommendations or other information provided by Customer relating to the Services. We reserve the sole right and ownership to the adverSite (other than your Customer Content), the URL at which the adverSite may be found (unless you have purchased a Vanity Domain), and the telephone numbers listed on the adverSite. If Customer has purchased a Vanity Domain or pays a fee of $199 and desires to continue to use the adverSite after termination of this Agreement and has paid all amounts due to Yodle Xxx.xxx, then Yodle Xxx.xxx will authorize the transfer of the adverSite URL to Customer within five (5) business days of Customer's request (which request must be made within 30 days of termination of this Agreement) and hereby grants Customer a revocable, non-exclusive, non-transferable, non-sublicensable license to continue to use the adverSite as its website. Notwithstanding the foregoing, (a) Customer may not (i) use any content of the adverSite other than Customer Content for any purpose, other than on the adverSite, or (ii) modify any of the content of the adverSite, other than Customer Content, (b) Yodle Xxx.xxx may remove third party content prior to transfer and (c) Customer will remove any third party content promptly after Yodle Xxx.xxx’s request. Customer is responsible for maintaining the confidentiality of the passwords to its Yodle Xxx.xxx account, and Customer may not grant access to its Yodle Xxx.xxx account or share any data generated from the Services with any third party without Yodle Xxx.xxx’s prior written consent. Yodle Xxx.xxx may place copyright and/or proprietary notices...
Sample 1
Licenses and Ownership. 8.1 Subject to Customer’s compliance with the terms of this Service Description, IronPort grants to Customer a worldwide, non-exclusive and non- transferable license to use, for Customer’s internal business use only and for the duration of the relevant purchase order: (i) the Services; (ii) other Deliverables specified in an applicable SOW, if any, and (iii) Data Collection Tools, if any (collectively and individually, the “Licensed Materials”). These license grants do not include the right to sublicense; provided that Customer may permit its suppliers, subcontractors and other related third parties to use the Licensed Materials solely on Customer’s behalf for Customer’s benefit, provided that Customer ensures that any such use is subject to license restrictions and confidentiality obligations at least as protective of IronPort’s rights in such Licensed Materials as are specified in this Service Description. 8.2 Except as otherwise expressly set forth in this Service Description, Customer shall not (and shall not permit a third party to): make error corrections or derivative works of, or otherwise modify, decompile, decrypt, reverse engineer, disassemble or otherwise reduce all or any portion of any Deliverable, Data Collection Tool or the Services to human-readable form; or transfer, sublicense, rent, lease, distribute, or sell, any Services, Deliverables or Data Collection Tools. Customer agrees that it receives no implied licenses under this Service Description, and all rights not expressly granted herein are reserved to IronPort. 8.3 Each party will retain the exclusive ownership of all its Pre-Existing Technology. 8.4 Except as otherwise expressly set forth in this Service Description, IronPort owns and will continue to own all right, title and interest in and to the Hardware, Services, Deliverables, Data Collection Tools, Reports, sketches, diagrams, text, know-how, concepts, proofs of concepts, artwork, software, algorithms, methods, processes, identifier codes or other technology provided or developed by IronPort (or a third party acting on IronPort’s behalf) pursuant to this Service Description, including modifications, enhancements, improvements or derivative works of any of the foregoing, regardless of who first conceives or reduces to practice, and all Intellectual Property in any of the foregoing (collectively, “IronPort Intellectual Property”). 8.5 As between Customer and IronPort, Customer shall at all times retain all right, title and inter...
Sample 1
Licenses and Ownership. 5.1 Licenses by XxxxxXxxx.xxx to Partner. During the term of this ---------------------------------------- Agreement XxxxxXxxx.xxx hereby grants to Partner a non-exclusive, worldwide, nontransferable, royalty free license to use XxxxxXxxx.xxx's trademarks and logos, as the same may be modified from time to time by XxxxxXxxx.xxx, only for the purposes of this Agreement. All representations of the XxxxxXxxx.xxx trademarks and logos that Partner uses will be exact copies of those provided by XxxxxXxxx.xxx, or shall first be submitted to XxxxxXxxx.xxx for approval. XxxxxXxxx.xxx will supply Partner with electronic versions of the XxxxxXxxx.xxx trademarks and logos for Partner's use.
Sample 1
Licenses and Ownership. 3.1 Expedia Specific Software and Expedia Content and Data. ------------------------------------------------------ (a) Assignment of Microsoft Copyrights in Expedia Specific Software. --------------------------------------------------------------- Microsoft irrevocably conveys and assigns to Expedia all right, title and interest in any copyrights owned by Microsoft in the Expedia Specific Software within the field of use of Online Travel Services, and in all renewals and extensions of those copyrights that may be secured under the laws now or hereafter in force and effect in the United States of America or in any other country or countries. Notwithstanding the assignment to Expedia under this Section 3.1(a), Expedia and Microsoft shall have no duty to account to each other for proceeds from ownership of Expedia Specific Software.
Sample 1
Licenses and Ownership 
Sample 1Sample 2Sample 3See All (33)

Related to Licenses and Ownership

  • License and Ownership 10.1. All rights, including intellectual property rights, in and to work product delivered as a result of Professional Services under this Agreement shall be owned by BSA. For the avoidance of doubt, work product that constitutes a BSA Software Product, or portion thereof shall be governed by Section A of this Agreement, including Section 1.1

  • Title and Ownership Contractor warrants and represents that it has (i) full ownership, clear title free of all liens, or (ii) the right to transfer or deliver specified license rights to any Products

  • LICENSES AND LAWS 2 A. CONTRACTOR, its officers, agents, employees, affiliates, and subcontractors shall, throughout 3 the term of this Agreement, maintain all necessary licenses, permits, approvals, certificates, 4 accreditations, waivers, and exemptions necessary for the provision of the services hereunder and 5 required by the laws, regulations and requirements of the United States, the State of California, 6 COUNTY, and all other applicable governmental agencies. CONTRACTOR shall notify 7 ADMINISTRATOR immediately and in writing of its inability to obtain or maintain, irrespective of the 8 pendency of any hearings or appeals, permits, licenses, approvals, certificates, accreditations, waivers 9 and exemptions. Said inability shall be cause for termination of this Agreement. 10 B. ENFORCEMENT OF CHILD SUPPORT OBLIGATIONS 11 1. CONTRACTOR certifies it is in full compliance with all applicable federal and State 12 reporting requirements regarding its employees and with all lawfully served Wage and Earnings 13 Assignment Orders and Notices of Assignments and will continue to be in compliance throughout the 14 term of the Agreement with the County of Orange. Failure to comply shall constitute a material breach 15 of the Agreement and failure to cure such breach within sixty (60) calendar days of notice from the 16 COUNTY shall constitute grounds for termination of the Agreement. 17 2. CONTRACTOR agrees to furnish to ADMINISTRATOR within thirty (30) calendar days 18 of the award of this Agreement: 19 a. In the case of an individual CONTRACTOR, his/her name, date of birth, social security 20 number, and residence address; 21 b. In the case of a CONTRACTOR doing business in a form other than as an individual, 22 the name, date of birth, social security number, and residence address of each individual who owns an 23 interest of ten percent (10%) or more in the contracting entity; 24 3. It is expressly understood that this data will be transmitted to governmental agencies 25 charged with the establishment and enforcement of child support orders, or as permitted by federal 26 and/or state statute. 27 C. CONTRACTOR shall comply with all applicable governmental laws, regulations, and 28 requirements as they exist now or may be hereafter amended or changed. These laws, regulations, and 29 requirements shall include, but not be limited to, the following: 30 1. ARRA of 2009.

  • Intellectual Property Rights and Ownership 5.1. You acknowledge that all Intellectual Property Rights (including any new Intellectual Property Rights) arising out of or in connection with the Access Products and associated Documentation, belong at all times to Us or Our licensors. 5.2. Nothing in this Agreement shall transfer any Intellectual Property Rights in or arising from Access Products or Documentation to You but that these shall remain vested in Us or Our licensors. No rights to use any such Intellectual Property are granted, except as expressly stated in these Terms and Conditions or the relevant Statement of Work. If, notwithstanding this, any Intellectual Property Rights in or arising from the Access Product and/or Documentation are acquired by You (including any new Intellectual Property Rights), You hereby assign (and to the extent that any such Intellectual Property Rights are not capable of such assignment, agree to hold on trust) and agree to do all such things and sign all such documents as We may reasonably require in respect of the assignment of all such Intellectual Property Rights to Us or Our licensors as may be appropriate. 5.3. Subject to clauses 5.6 and 5.7, We will indemnify You against all direct costs, claims, demands, expenses (including reasonable legal costs) and liabilities of whatever nature incurred by or awarded against You arising out of or in connection with any claim that Your use of the Access Product(s) any Documentation, information, data, computer facilities or material that We supply, infringes a third party’s Intellectual Property (Infringement Claim). 5.4. We warrant that We are not aware that the Access Product(s) any Documentation, information, data, computer facilities or material that We supply, or Your use of the same in accordance with the terms of this Agreement, will infringe any third party’s Intellectual Property Rights but We have not carried out any investigation into the same. We shall indemnify You against all direct costs, claims, demands, expenses (including reasonable legal costs) and liabilities of whatever nature incurred by or awarded against You arising out of or in connection with any breach of the warranty contained in this clause. 5.5. If an Infringement Claim is alleged or threatened against either You or Us, or if We believe that the Access Product or the Documentation or any part thereof may infringe any third party’s copyright or registered patent (effective at the date of this Agreement), We may, at Our sole option, (i) procure such licence, authorisation or consent as is necessary to enable Your continued use of the Access Product and/or the Documentation; (ii) modify or replace the same as necessary to avoid infringement without any material adverse effect to the functionality of the Access Product; or (iii) terminate this Agreement and/or the affected Statement of Work and refund an amount equal to the unused portion of any Annual Licence Fees pre-paid in respect of such Software (as the case may be) to You. 5.6. You shall permit Us to have access upon reasonable Notice during the Licence Term to inspect during Business Hours the premises and the Customer System at or on which the Software is being kept or used, and any records kept pursuant to the Licence, for the purposes of ensuring that You are complying with the terms of this Agreement. In carrying out such an inspection We will comply with any reasonable restrictions You require, and We will only request such an inspection where We believe We have reasonable cause to do so. In the event that You have unauthorised copies of the Software, without prejudice to any other rights or remedies that We may have, You shall pay an additional fee to Us in respect of any such unauthorised copies calculated by reference to the standard list price prevailing at the date of invoice in respect of such Software. 5.7. Without prejudice to clause 5.8, We shall only be liable under the terms of this Agreement for an Infringement Claim or alleged Infringement Claim if (i) You promptly notify Us of any infringement or alleged infringement of which You are aware, or ought reasonably to have been made aware of; (ii) You make no admission as to liability or agree any settlement of such claim without Our prior written consent; (iii) You allow Us (or a relevant third party supplier), at Our expense, to conduct and/or settle all negotiations and litigation arising from any claim or action relating to the alleged infringement; and (iv) You, at Our expense, give Us (or a relevant third party supplier) such reasonable assistance as may berequested in such settlement or negotiation. 5.8. We shall have no liability for any Infringement Claim or alleged Infringement Claim to the extent such claim arises from (i) possession, use, development, modification, or operation of the Access Product or part thereof by You other than in accordance with the terms of this Agreement, the relevant Statement of Work or the Documentation; (ii) failure by You to take any reasonable corrective action directed by Us (including using an alternative, non-infringing version of the Access Products); or (iii) is based upon any item provided by You and incorporated into the Access Product(s) or used in combination with the Access Product(s) at Your request.

  • Property Ownership The Fund owns or leases all such properties as are necessary to the conduct of its operations as presently conducted.

  • POLICY TITLE AND OWNERSHIP Title and ownership shall reside in the Bank for its use and for the use of the Insured all in accordance with this Agreement. The Bank alone may, to the extent of its interest, exercise the right to borrow or withdraw on the policy cash values. Where the Bank and the Insured (or assignee, with the consent of the Insured) mutually agree to exercise the right to increase the coverage under the subject Split Dollar policy, then, in such event, the rights, duties and benefits of the parties to such increased coverage shall continue to be subject to the terms of this Agreement.

  • Intellectual Property Ownership We, our affiliates and our licensors will own all right, title and interest in and to all Products. You will be and remain the owner of all rights, title and interest in and to Customer Content. Each party will own and retain all rights in its trademarks, logos and other brand elements (collectively, “Trademarks”). To the extent a party grants any rights or licenses to its Trademarks to the other party in connection with this Agreement, the other party’s use of such Trademarks will be subject to the reasonable trademark guidelines provided in writing by the party that owns the Trademarks.

  • Ownership Rights Nothing contained in this Agreement shall be construed as (a) establishing or granting to Registry Operator any property ownership rights or interests of Registry Operator in the TLD or the letters, words, symbols or other characters making up the TLD string, or (b) affecting any existing intellectual property or ownership rights of Registry Operator.

  • Licenses and Approvals Contractor shall obtain and keep current all necessary licenses, approvals, permits and authorizations required by Applicable Laws to provide the Work. Contractor will be responsible for all fees and taxes associated with obtaining such licenses, approvals, permits and authorizations, and for any fines and penalties arising from its noncompliance with any Applicable Law.

  • Equity Interests and Ownership The Equity Interests of each of Borrower and its Subsidiaries have been duly authorized and validly issued and are fully paid and non-assessable. Except as set forth on Schedule 4.2, as of the date hereof, there is no existing option, warrant, call, right, commitment or other agreement to which Borrower or any of its Subsidiaries is a party requiring, and there is no membership interest or other Equity Interests of Borrower or any of its Subsidiaries outstanding which upon conversion or exchange would require, the issuance by Borrower or any of its Subsidiaries of any additional membership interests or other Equity Interests of Borrower or any of its Subsidiaries or other Securities convertible into, exchangeable for or evidencing the right to subscribe for or purchase a membership interest or other Equity Interests of Borrower or any of its Subsidiaries. Schedule 4.2 correctly sets forth the ownership interest of Borrower and each of its Subsidiaries as of the Third Restatement Date.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!