Licenses and Proprietary Rights Sample Clauses

Licenses and Proprietary Rights a. iHealthSpot Intellectual Property: iHealthSpot shall retain all right, title and interest, including copyright and other proprietary or intellectual property rights, in the Service, Medical Library and all legally protectable elements, derivative works, modifications and enhancements thereto.
Sample 1Sample 2Sample 3See All (10)
AutoNDA by SimpleDocs
Licenses and Proprietary Rights x. Xxxxx of license to Client in Section 3 of the Agreement is for access to, and use of Portal by Client and its Authorized Users and Authorized Patients. The Portal is not for use by any third party practice. Monthly license fee is determined by the number of licenses issued and indicated in Addendum A of the Agreement. The number of licenses issued by iHealthSpot, or the per-license fee charged by iHealthSpot is based on the number of Providers advised to iHealthSpot by Client. Client shall notify iHealthSpot in the event there is a change to its number of Providers. b. iHealthSpot shall retain all right, title and interest, including copyright and other proprietary or intellectual property rights, in the Service and all legally protectable elements, derivative works, modifications and enhancements thereto. c. The Agreement does not convey to Client any interest, title, or license in a userID, email address, or URL within the xXxxxxxXxxx.xxx domain or the domain of an iHealthSpot affiliate, or any iHealthSpot domain name or IP Address used by Client in connection with the Service. d. In the event that the Service contains third party owned applications, rights of ownership to such applications remain the property of their respective owners. e. Client will not, and will not allow any third party to decompile, disassemble, reverse engineer or attempt to reconstruct or identify any source code or underlying processes or techniques of the Portal or Service. f. Client shall not sublicense, transfer or assign the Service or any of the rights or licenses granted under this Agreement. g. Client shall retain all right, title and interest in Client’s own content, trademarks, service marks and medical records. h. Client agrees to allow iHealthSpot to display and transmit on and via the Internet Client trademarks and service marks in the form and manner specified by Client, solely in connection with the Service provided hereunder.
Sample 1Sample 2Sample 3See All (6)
Licenses and Proprietary Rights. 10.01. Customer Software and Work Product Customer shall retain all of its right, title and interest in and to the Customer Software and Customer Work Product. To the extent Supplier will use the Customer Software or Customer Work Product in connection with providing the Services, Customer grants Supplier and Supplier Agents (provided that such Supplier Agents are bound by confidentiality obligations similar to those of Supplier hereunder), during the Term, a global, royalty-free, non-exclusive, non-transferable license to access, use and copy the Customer Software and Customer Work Product (but only to the extent permitted by any applicable third party license agreement), in each case, to the extent necessary for Supplier to perform its obligations hereunder; provided, however, that the license granted to Supplier (and to the extent set forth in this Section, to Supplier Agents) in this Section with respect to Customer Software which Customer licenses from a third party shall be limited to the object code format of such third-party Customer Software. Subject to the license granted to Supplier (and to the extent set forth in this Section, to Supplier Agents) pursuant to this Section, to the extent Supplier or any Supplier Agent obtains any rights in Customer Software or Customer Work Product, Supplier and any applicable Supplier Agent hereby irrevocably and perpetually assigns, transfers and conveys to Customer Party (or the Affiliate of Customer designated by Customer Party) without further consideration all of its right, title and interest in and to the Customer Software and Customer Work Product. Upon Customer’s request, Supplier and any applicable Supplier Agent shall execute any documents (or take any other actions) as may reasonably be necessary, or as Customer may request, to perfect Customer’s (or Customer’s designee’s) ownership in and to the Customer Software and Customer Work Product. – Broadridge Confidential; IBM Confidential – 31 Confidential Treatment is Requested by Broadridge Financial Solutions, Inc. Pursuant to 17 C.F.R. 200.83
Sample 1
Licenses and Proprietary Rights. A. Except for the licenses explicitly granted in this Agreement, all right, title, and interests in and to the intellectual property and proprietary rights of whatever nature in the SignalWire Services, including derivative works, are and shall remain the exclusive property of SignalWire and/or its licensors. Nothing in this Agreement should be construed as transferring any aspects of such rights to Customer or any third party. SignalWire and its licensors reserve any and all rights not expressly granted in this Agreement. SignalWire, SignalWire CLOUD, SignalWire STACK, and FreeSWITCH are trademarks of SignalWire, Inc. and may not be used by Customer without SignalWire's express authorization. B. Except as expressly permitted in this Agreement, Customer shall not directly or indirectly: (a) use any of SignalWire’s business, technical, or financial information that is designated in writing as confidential or is disclosed in a manner that a reasonable person would understand the confidentiality of the information disclosed to create any service, software, documentation, or data that is similar to any aspect of the SignalWire Services; (b) disassemble, decompile, reverse engineer, or use any other means to attempt to discover any source code of the Platform or the underlying ideas, algorithms, or trade secrets therein; (c) copy, distribute, manufacture, adapt, create derivative works of, translate, localize, port, or otherwise modify any aspect of the SignalWire Services; (d) use or allow the transmission, transfer, export, re-export, or other transfer of any product, technology, or information it obtains or learns pursuant to this Agreement (or any direct product thereof) in violation of any export control or other laws and regulations of the United States or any other relevant jurisdiction; (e) use or attempt to use the SignalWire Services to (i) send harassing messages, (ii) knowingly call numbers that have been listed on any municipality's or federal “Do Not Call” registry, (iii) access or allow access to emergency services, such as 911-types of communication, (iv) engage in fraud or phishing of sensitive data, or (v) misrepresent its identity; (f) violate a country’s or a state’s law by using the SignalWire Services to record a telephone conversation without ensuring all parties are informed. Customer may not use the recording capability of SignalWire Services unless it has determined that its use is legal; or (g) permit any third party to engage in any ...
Sample 1
Licenses and Proprietary Rights. 13.1 We and Our Licensors reserve all of Our/Their right, title and interest in and to the Services and Content, including all of Our/Their related Intellectual Property Rights. No rights are granted to You hereunder except as expressly set forth herein. 13.2 You have non-exclusive, non-transferable, royalty-free, limited, non-sublicensable right to access Free Services as well as Purchased Services for which You have active (non-expired and not-terminated) Licence either purchased by You or provided to You by other Regular Users subject to the terms of the applicable Services Specification, this Agreement, and Purchase Orders. 13.3 If a specific Service provides You with the source code of Our Application, You have the non-exclusive, non-transferable, subscription-term limited right (a) to create a single derivative work by modifying the source code and storing it in Our hosting infrastructure (b) build an executable program from modified or non-modified source code and store it on Our hosting infrastructure and (c) run and use this executable program on Our hosting infrastructure, provided that this derivative work does not change original purpose of the Application. You can maintain multiple branches of the source code to the extent necessary to ensure the reliable development process (i.e. production and development branches, etc). You can build and deploy multiple instances of executable files in Our hosting infrastructure, but only one deployment instance can be used for production purposes (“Production Instance”). The rest of deployment instances can be used solely for testing during software development or for backup purposes. Your usage of hosting infrastructure will be limited 13.4 You grant Us, Our Affiliates and applicable contractors a worldwide, limited-term licence to host, copy, display and use any Non-Codejig Application and program code created by or for You using a Service or for use by You with the Services, and Your Data, each as reasonably necessary for Us to provide and ensure proper operation of Our Services and associated systems in accordance with this Agreement. Subject to the limited licences granted herein, We acquire no right, title or interest from You or Your licensors under this Agreement in or to any of Your Data, Non-Codejig Application or such program code. 13.5 You grant Us and Our Affiliates a perpetual, transferable, irrevocable, sublicensable, worldwide, royalty-free licence to use Your feedback, ideas, or suggestion...
Sample 1
Licenses and Proprietary Rights 
Sample 1Sample 2Sample 3See All (17)

Related to Licenses and Proprietary Rights

  • Proprietary Rights The term “Proprietary Rights” shall mean all trade secret, patent, copyright, mask work and other intellectual property rights throughout the world.

  • Proprietary Rights and Licenses 7.1 Subject to the limited rights expressly granted under this Agreement, we and our licensors reserve all of right, title and interest in and to the Sage Services and Content, including all related intellectual property rights. No rights are granted to you other than as expressly set out in this Agreement. 7.2 We grant to you a worldwide, limited-term license to use Content acquired by you pursuant to Order Forms, subject to those Order Forms, this Agreement and the Collateral. 7.3 You grant us and our Affiliates a worldwide, limited- term license to host, copy, transmit and display Customer Data, and any Non-Sage Applications and program code created by or for you using a Sage Service, as necessary for us to provide the Sage Services in accordance with this Agreement. Subject to the limited licenses granted within this Agreement, we acquire no right, title or interest under this Agreement in or to Customer Data or any Non-Sage Application. 7.4 You grant to us and our Affiliates a worldwide, perpetual, irrevocable, royalty-free license to use and incorporate into the Sage Services any suggestion, enhancement request, recommendation, correction or other feedback provided by you or users relating to the operation of the Sage Services. 7.5 You grant to us a non-exclusive non-transferable right to use your name and logo in our marketing or promotional material during the term of this Agreement for the purpose of identifying you as a customer.

  • Intellectual Property; Licenses, Etc The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person. No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

  • INTELLECTUAL PROPERTY RIGHTS - DATA RIGHTS A. Data produced under this Annex which is subject to paragraph C. of the Intellectual Property Rights - Data Rights Article of the Umbrella Agreement will be protected for the period of one year. B. Under paragraph H. of the Intellectual Property Rights - Data Rights Article of the Umbrella Agreement, Disclosing Party provides the following Data to Receiving Party. The lists below may not be comprehensive, are subject to change, and do not supersede any restrictive notice on the Data provided.

  • Intellectual Property Licenses Except as set forth in Section 4.5 of the Company Disclosure Letter, the Company possesses adequate Intellectual Property to continue to conduct its business as heretofore conducted by it or as projected to be conducted in the Operating Plan, and all Intellectual Property existing on the date hereof, together with in the case of patents and Trademarks, the date of issuance thereof, is listed in Section 4.14 of the Company Disclosure Letter. With respect to Intellectual Property of the Company unless such Intellectual Property has become obsolete or is no longer used or useful in the conduct of the business of the Company: (a) it is valid and enforceable, is subsisting, and has not been adjudged invalid or unenforceable, in whole or in part; (b) the Company has made all necessary filings and recordations to protect its interest therein, including, without limitation, recordations of all of its interest in its Patent Property and Trademark Property in the United States Patent and Trademark Office and, to the extent necessary for the conduct of the Company's business, in corresponding offices throughout the world; (c) except as set forth in Section 4.5 of the Company Disclosure Letter, the Company is the exclusive owner of the entire and unencumbered right, title and interest in and to such Intellectual Property owned by it and no claim has been made that the use of any of its owned Intellectual Property does or may violate the asserted rights of any third party; and (d) the Company has performed, and the Company will continue to perform, all acts, and the Company has paid and will continue to pay, all required fees and taxes, to maintain each and every item of such Intellectual Property in full force and effect throughout the world, as applicable. The Company owns directly or is entitled to use, by license or otherwise, all patents, Trademarks, copyrights, mask works, licenses, technology, know-how, processes and rights with respect to any of the foregoing used in, necessary for or of importance to the conduct of the Company's business.

  • Intellectual Property Warranty CONTRACTOR represents and warrants that its performance of all obligations under this Contract does not infringe in any way, directly or contributorily, upon any third party’s intellectual property rights, including, without limitation, patent, copyright, trademark, trade secret, right of publicity and proprietary information.

  • Intellectual Property Agreements Borrower shall not permit the inclusion in any material contract to which it becomes a party of any provisions that could or might in any way prevent the creation of a security interest in Borrower's rights and interests in any property included within the definition of the Intellectual Property Collateral acquired under such contracts.

  • Intellectual Property Matters A. Definitions

  • Confidentiality and Proprietary Rights Executive agrees to read, sign and abide by Company’s Employee Innovations and Proprietary Rights Assignment Agreement, which is provided with this Agreement and incorporated herein by reference.

  • Intellectual Property Rights Infringement HP will defend and/or settle any claims against Customer that allege that an HP-branded product or service as supplied under this Agreement infringes the intellectual property rights of a third party. HP will rely on Customer’s prompt notification of the claim and cooperation with our defense. HP may modify the product or service so as to be non-infringing and materially equivalent, or we may procure a license. If these options are not available, we will refund to Customer the amount paid for the affected product in the first year or the depreciated value thereafter or, for support services, the balance of any pre-paid amount or, for professional services, the amount paid. HP is not responsible for claims resulting from any unauthorized use of the products or services.

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