Management of Intellectual Property Rights Sample Clauses

Management of Intellectual Property Rights. 1 The Receiving Party shall refrain from reverse engineering, decompiling or disassembling in connection with the Confidential Information disclosed by University to the Receiving Party unless expressly permitted by applicable law.
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Management of Intellectual Property Rights. The Receiving Party shall refrain from reverse engineering, decompiling or disassembling in connection with the Confidential Information disclosed by the Disclosing Party to the Receiving Party unless expressly permitted by applicable law. In the event the Disclosing Party discloses Confidential Information to the Receiving Party, unless otherwise agreed in writing between the parties hereto, the Disclosing Party does not grant any express or implied right to the Receiving Party to or under any patents, model utility rights, design rights, trademarks, copyrights, trade secrets and other intellectual property rights (collectively, “Intellectual Property Rights”). The Disclosing Party reserves its rights under Intellectual Property Rights. If any invention, artifice, design, copyrighted work or other creation is made by the Receiving Party based upon the Confidential Information, the Receiving Party shall immediately notify the Disclosing Party, and the parties hereto shall determine the attribution and handling of the rights including Intellectual Property Rights through mutual consultation.
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Management of Intellectual Property Rights. The Receiving Party shall refrain from reverse engineering, decompiling or disassembling in connection with the Confidential Information disclosed by University to the Receiving Party unless expressly permitted by applicable law. In the event University discloses Confidential Information to the Receiving Party, unless otherwise agreed in writing between the parties hereto, University does not grant any express or implied right to the Receiving Party to or under any patents, model utility rights, design rights, trademarks, copyrights, trade secrets and other intellectual property rights (collectively, “Intellectual Property Rights”). University reserves its rights under Intellectual Property Rights. If any invention, artifice, design, copyrighted work or other creation is made by the Receiving Party based upon the Confidential Information, the Receiving Party shall immediately notify University, and the parties hereto shall determine the attribution and handling of the rights including Intellectual Property Rights through mutual consultation.
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Management of Intellectual Property Rights. (a) The Warrantors shall use reasonable best efforts to protect the Proprietary Assets of the Group Companies and to control and manage the intellectual property rights infringement risk in the course of any Group Company’s business operation. (b) Without prejudice to the generality of the foregoing, (i) as soon as practicable after the Closing, the Company shall discuss with the Series F Investor or its designated intellectual property specialist in good faith in connection with the protection of the Group Companies’ intellectual property rights, and establish an intellectual property protection plan appropriate for the Group Companies’ growth stage to ensure that the relevant Group Companies’ practice in intellectual property area is in compliance with all applicable laws and requirements in all material aspects; (ii) as soon as practicable after the Closing, the Company shall cause (x) Beijing Dun Xxxxx Educational Technology Company Limited (北京敦煌教育科技有限责任公司) (“Beijing Dun Xxxxx”) to enter into an agreement with the Shanghai Operation Co. 1 in form and substance reasonably satisfactory to the Series F Investor, acknowledging that Beijing Dun Xxxxx does not have any intellectual property rights over the software “阿分提学习软件 V3.0” or any part of it or any other Proprietary Assets (if any) which are registered in the joint name of Beijing Dun Xxxxx and any Group Company; and (y) all such Proprietary Assets to be registered solely in the name of a Group Company; and (iii) without prejudice to Section 5.6(b)(ii), to the extent if any Proprietary Asset is registered in the name or joint name of any Management, any shareholder, any employee or any of their respective Affiliates on behalf of any Group Company, the Company shall cause such Proprietary Asset to be promptly transferred to a Group Company after it is registered for nil consideration.
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Management of Intellectual Property Rights. 1. The parties will ensure adequate and effective protection and fair allocation of intellectual property rights of a proprietary nature that may result from the cooperative activities under this Memorandum of Understanding, according to their respective national laws and regulations and their international obligations. 2. The condition for the acquisition, maintenance and commercial exploitation of intellectual property rights over possible products and/or processes that might be obtained under this Memorandum of Understanding will be defined in the specific programmes, contracts or working plans of the activities of cooperation. 3. The specific programmes, contracts or working plans relating to the activities of cooperation mentioned in Paragraph 2 of this Article will set out the conditions regarding the confidentiality of information whose publication and/or disclosure might jeopardize the acquisition, maintenance and commercial exploitation of intellectual property rights obtained under this Memorandum of Understanding. Such specific programmes, contracts or working plans related to the activities of cooperation will establish, where applicable, the rule and procedures concerning the settlement of disputes on intellectual property matters under this Memorandum of Understanding.
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Management of Intellectual Property Rights. An effective exploitation of the generated results requires a IPR proper management. The protection of IPR allows project partners to turn their developed knowledge/results into tangible assets, attracts investors, provides exclusive rights and legal defense to their creators or inventors and encourages information sharing towards business, social and financial development. Carbon4PUR has generated results with high academic and/or commercial interest. To manage the generated knowledge, partners, apart from the Grant Agreement, have developed and signed a Consortium Agreement, in which further rules about intellectual property ownership, access rights to background knowledge and results and the protection of IPR have been defined.
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Management of Intellectual Property Rights. 7.1 The Agency will own and manage all Intellectual Property Rights in respect of the Licensed Technology. 7.2 The Licensee shall have the right to identify any process, use or products arising out of the Licensed Technology that may be patentable and the Agency will, on the request of the Licensee or on its own initiative, take all reasonable steps to apply for a patent therefor, in one or more jurisdictions, (each, a "Licensee Requested Patent") provided that: (a) all Licensee Requested Patents shall be in the name of the Agency; (b) the Licensee shall pay all costs of applying for, registering and maintaining any Licensee Requested Patents; and (c) the Agency will keep the Licensee advised as to all material developments with respect to all Licensee Requested Patents and applications therefor and will supply the Licensee with copies of all material papers received and filed in connection with the prosecution thereof. 7.3 On the issuance of a Licensee Requested Patent in accordance with Section 7.2, the Licensee will have the right to become, and will become, the licensee of such Licensee Requested Patent pursuant to the terms contained herein. 7.4 The Licensee shall not contest the validity or scope of any Licensed Technology or any Intellectual Property Rights therein. 7.5 The Licensee will ensure proper and appropriate patent marking for all Licensee Products, including talking any steps reasonably requested by the Agency.
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Management of Intellectual Property Rights. The Industry Party will be responsible for the protection, enforcement and defence of its Existing Intellectual Property Rights and New Intellectual Property Rights, and MPI acknowledges that the exact manner in which that occurs is a matter for the Industry Party’s sole discretion (however, if MPI expresses a view as to that manner, then the Industry Party shall reasonably consider those views).
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Management of Intellectual Property Rights 
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Related to Management of Intellectual Property Rights

  • Infringement of Intellectual Property Rights Seller (or its supplier) shall indemnify and hold Purchaser harmless against an award of damages and costs against Purchaser by a final judgment of a court of last resort in the country in which the Equipment is originally installed by Seller resulting from actual or alleged patent infringement relating in any way to use or sale of the Equipment, or any component thereof furnished hereunder, provided that Purchaser (i) gives Seller immediate notice in writing of any suit or claim for infringement against Purchaser, (ii) permits Seller (or its supplier) to control the defense of any suit or claim, and (iii) gives Seller (or its supplier) all available information, assistance, and authority to enable Seller (or its supplier) to assume such defense. Seller (or its supplier) shall diligently defend and prosecute all such patent infringement litigation and shall keep Purchaser fully informed of all developments in the defense or adjustments of any such claim or action. If a final injunction or judgment in any patent infringement action is rendered restraining Purchaser’s use of the Equipment, or of any component thereof, Seller shall, at its option and expense, either (i) procure for Purchaser the right to use the Equipment, or (ii) replace or modify the infringing component so that it no longer infringes, or (iii) repurchase the Equipment upon its return to Seller, less reasonable depreciation of 2% per month from date of installation, for use, damage, or obsolescence. Seller shall have no liability whatsoever to Purchaser if any such patent infringement or claim thereof is based upon or arises from (i) the use of any Equipment in combination with an apparatus or device not manufactured or supplied by Seller and such combination cause the infringement, (ii) the use of any Equipment in a manner for which it was neither designed nor contemplated, or (iii) any modification of any Equipment by Purchaser, or by Seller at Purchaser’s request, or by any third party, which causes the Equipment to become infringing.

  • Assignment of Intellectual Property Rights (a) Executive hereby assigns to Nucor Corporation Executive’s entire right, title and interest, including copyrights and patents, in any idea, invention, design of a useful article (whether the design is ornamental or otherwise), work product and any other work of authorship (collectively the “Developments”), made or conceived solely or jointly by Executive at any time during Executive’s employment by Nucor (whether prior or subsequent to the execution of this Agreement), or created wholly or in part by Executive, whether or not such Developments are patentable, copyrightable or susceptible to other forms of protection, where the Developments: (i) were developed, invented, or conceived within the scope of Executive’s employment with Nucor; (ii) relate to Nucor’s actual or demonstrably anticipated research or development; or (iii) result from any work performed by Executive on Nucor’s behalf. Executive shall disclose any Developments to Nucor’s management within 30 days following Executive’s development, making or conception thereof. (b) The assignment requirement in Section 15(a) shall not apply to an invention that Executive developed entirely on Executive’s own time without using Nucor’s equipment, supplies, facilities or Secret Information or Confidential Information except for those inventions that (i) relate to Nucor’s business or actual or demonstrably anticipated research or development, or (ii) result from any work performed by Executive for Nucor. (c) Executive will, within 3 business days following Nucor’s request, execute a specific assignment of title to any Developments to Nucor Corporation or its designee, and do anything else reasonably necessary to enable Nucor Corporation or its designee to secure a patent, copyright, or other form of protection for any Developments in the United States and in any other applicable country. (d) Nothing in this Section 15 is intended to waive, or shall be construed as waiving, any assignment of any Developments to Nucor implied by law.

  • Enforcement of Intellectual Property Rights I will cooperate fully with the Company, both during and after my employment with the Company, with respect to the procurement, maintenance and enforcement of Intellectual Property Rights in Company-Related Developments. I will sign, both during and after the term of this Agreement, all papers, including without limitation copyright applications, patent applications, declarations, oaths, assignments of priority rights, and powers of attorney, which the Company may deem necessary or desirable in order to protect its rights and interests in any Company-Related Development. If the Company is unable, after reasonable effort, to secure my signature on any such papers, I hereby irrevocably designate and appoint each officer of the Company as my agent and attorney-in-fact to execute any such papers on my behalf, and to take any and all actions as the Company may deem necessary or desirable in order to protect its rights and interests in any Company-Related Development.

  • Grant of Intellectual Property License For the purpose of enabling the Collateral Agent (at the direction of the Required Purchasers) to exercise the rights and remedies under this Section 9 after the occurrence and during the continuance of an Event of Default as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, sell, assign, convey, transfer or grant options to purchase any Collateral), Issuer hereby (a) grants to the Collateral Agent, for the ratable benefit of the other Secured Parties, an irrevocable, nonexclusive worldwide license (exercisable without payment of royalty or other compensation to Issuer (or applicable grantor)) (“Collateral Agent License”), including in such license the right to use, license, sublicense or practice any Intellectual Property now owned or hereafter acquired by Issuer (or any applicable grantor), and wherever the same may be located, and including in such license access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof, provided that with respect to any licenses held by Issuer, such Collateral Agent License shall only be granted to the extent such assignment or grant is permitted under the terms of such license and if such assignment or grant is not permitted under the term of such license Issuer will or will cause the applicable guarantor to cooperate with Collateral Agent and the other Secured Parties to receive the benefits of such Collateral Agent License to the maximum extent possible and (b) irrevocably agrees that the Collateral Agent may sell any of such Issuer’s Inventory directly to any person, including without limitation persons who have previously purchased Issuer’s Inventory from Issuer and in connection with any such sale or other enforcement of the Collateral Agent’s rights under this Agreement, may sell Inventory which bears any Trademark owned by or licensed to Issuer and any Inventory that is covered by any Copyright owned by or licensed to Issuer and the Collateral Agent may (but shall have no obligation to) finish any work in process and affix any Trademark owned by or licensed to Issuer (or any applicable grantor) and sell such Inventory as provided herein.

  • Intellectual Property Rights The Company and each of its Subsidiaries owns or possesses or has valid rights to use all patents, patent applications, trademarks, service marks, trade names, trademark registrations, service mark registrations, copyrights, licenses, inventions, trade secrets and similar rights (“Intellectual Property Rights”) necessary for the conduct of the business of the Company and its Subsidiaries as currently carried on and as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus. To the knowledge of the Company, no action or use by the Company or any of its Subsidiaries necessary for the conduct of its business as currently carried on and as described in the Registration Statement and the Prospectus will involve or give rise to any infringement of, or license or similar fees for, any Intellectual Property Rights of others. Neither the Company nor any of its Subsidiaries has received any written notice alleging any such infringement, fee or conflict with asserted Intellectual Property Rights of others. Except as would not reasonably be expected to result, individually or in the aggregate, in a Material Adverse Change (A) to the knowledge of the Company, there is no infringement, misappropriation or violation by third parties of any of the Intellectual Property Rights owned by the Company; (B) there is no pending or, to the knowledge of the Company, threatened action, suit, proceeding or claim by others challenging the rights of the Company in or to any such Intellectual Property Rights, and the Company is unaware of any facts which would form a reasonable basis for any such claim, that would, individually or in the aggregate, together with any other claims in this Section 2.32, reasonably be expected to result in a Material Adverse Change; (C) the Intellectual Property Rights owned by the Company and, to the knowledge of the Company, the Intellectual Property Rights licensed to the Company have not been adjudged by a court of competent jurisdiction invalid or unenforceable, in whole or in part, and there is no pending or, to the Company’s knowledge, threatened action, suit, proceeding or claim by others challenging the validity or scope of any such Intellectual Property Rights, and the Company is unaware of any facts which would form a reasonable basis for any such claim that would, individually or in the aggregate, together with any other claims in this Section 2.32, reasonably be expected to result in a Material Adverse Change; (D) there is no pending or, to the Company’s knowledge, threatened action, suit, proceeding or claim by others that the Company infringes, misappropriates or otherwise violates any Intellectual Property Rights or other proprietary rights of others, the Company has not received any written notice of such claim and the Company is unaware of any other facts which would form a reasonable basis for any such claim that would, individually or in the aggregate, together with any other claims in this Section 2.32, reasonably be expected to result in a Material Adverse Change; and (E) to the Company’s knowledge, no employee of the Company is in or has ever been in violation in any material respect of any term of any employment contract, patent disclosure agreement, invention assignment agreement, non-competition agreement, non-solicitation agreement, nondisclosure agreement or any restrictive covenant to or with a former employer where the basis of such violation relates to such employee’s employment with the Company, or actions undertaken by the employee while employed with the Company and could reasonably be expected to result, individually or in the aggregate, in a Material Adverse Change. To the Company’s knowledge, all material technical information developed by and belonging to the Company which has not been patented has been kept confidential. The Company is not a party to or bound by any options, licenses or agreements with respect to the Intellectual Property Rights of any other person or entity that are required to be set forth in the Registration Statement, the Pricing Disclosure Package and the Prospectus and are not described therein. The Registration Statement, the Pricing Disclosure Package and the Prospectus contain in all material respects the same description of the matters set forth in the preceding sentence. None of the technology employed by the Company has been obtained or is being used by the Company in violation of any contractual obligation binding on the Company or, to the Company’s knowledge, any of its officers, directors or employees, or otherwise in violation of the rights of any persons.

  • License of Intellectual Property Each Party (a “Licensor”) grants the other Party (a “Licensee”) the non-exclusive, royalty-free, paid-up, worldwide, irrevocable, right, during the term of this Agreement, to use the Licensor’s Intellectual Property solely for the purposes of this Agreement and to carry out the Party’s functions consistent with its responsibilities and authority as set forth in the enable legislation and regulations. Such licenses shall not give the Licensee any ownership interest in or rights to the Intellectual Property of the Licensor. Each Licensee agrees to abide by all third-party license and confidentiality restrictions or obligations applicable to the Licensor’s Intellectual Property of which the Licensor has notified the Licensee in writing.

  • Enforcement of Intellectual Property Rights and Assistance During and after the period of my employment, I will assist Company in every proper way to obtain and enforce United States and foreign Intellectual Property Rights relating to Company Inventions in all countries. If the Company is unable to secure my signature on any document needed in connection with such purposes, I hereby irrevocably designate and appoint Company and its duly authorized officers and agents as my agent and attorney in fact, which appointment is coupled with an interest, to act on my behalf to execute and file any such documents and to do all other lawfully permitted acts to further such purposes with the same legal force and effect as if executed by me.

  • Protection of Intellectual Property Rights Borrower and each of its Subsidiaries shall: (a) use commercially reasonable efforts to protect, defend and maintain the validity and enforceability of its Intellectual Property that is material to Borrower’s business; (b) promptly advise Collateral Agent in writing of material infringement by a third party of its Intellectual Property; and (c) not allow any Intellectual Property material to Borrower’s business to be abandoned, forfeited or dedicated to the public without Collateral Agent’s prior written consent.

  • Ownership of Intellectual Property Rights 1. 3. 1. Your only right to use the Software is by virtue of this License and you acknowledge that all intellectual property rights in or relating to the Software and all parts of the Software are and shall remain the exclusive property of Traction Software Limited or its licensors. 2. 3. 2. You further acknowledge that all intellectual property rights in or relating to any improvement, modification or adaptation of the Software arising directly or indirectly from you using the Software are and shall remain the exclusive property of Traction Software Limited. 3. 3. 3. You agree that you will not remove or alter any copyright notices or similar proprietary devices, including without limitation any electronic watermarks or other identifiers, that may be incorporated in the Software or any copy of the Software.

  • Assignment of Intellectual Property The Executive hereby assigns to the Company or its designees, without further consideration and free and clear of any lien or encumbrance, the Executive’s entire right, title and interest (within the United States and all foreign jurisdictions) to any and all inventions, discoveries, improvements, developments, works of authorship, concepts, ideas, plans, specifications, software, formulas, databases, designees, processes and contributions to Confidential Information created, conceived, developed or reduced to practice by the Executive (alone or with others) during the Term which (i) are related to the Company’s current or anticipated business, activities, products, or services, (ii) result from any work performed by Executive for the Company, or (iii) are created, conceived, developed or reduced to practice with the use of Company property, including any and all Intellectual Property Rights (as defined below) therein (“Work Product”). Any Work Product which falls within the definition of “work made for hire”, as such term is defined in the U.S. Copyright Act, shall be considered a “work made for hire”, the copyright in which vests initially and exclusively in the Company. The Executive waives any rights to be attributed as the author of any Work Product and any “droit morale” (moral rights) in Work Product. The Executive agrees to immediately disclose to the Company all Work Product. For purposes of this Agreement, “Intellectual Property” shall mean any patent, copyright, trademark or service xxxx, trade secret, or any other proprietary rights protection legally available.

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