New Outside Technology Clause Samples

New Outside Technology. If, during the Transition Period, Executive in the course of his employment for the Company obtains knowledge of a New Outside Technology and wishes to use the New Outside Technology, Executive may do so in accordance with this Section 7 provided that Company is not pursuing, planning to pursue, or evaluating in good faith whether to pursue commercialization of the New Outside Technology. Prior to Executive pursuing commercialization of the New Outside Technology, Executive shall notify the Chief Executive Officer in writing of the New Outside Technology and Executive’s interest in pursuing commercialization of such New Outside Technology. Company will be deemed to not be pursuing the New Outside Technology unless the Company acting in good faith notifies Executive in writing within 120 days of Executive’s notice that it is pursuing, planning to pursue or evaluating in good faith whether to pursue commercialization of the New Outside Technology. Notwithstanding any other agreement with Company, with respect to New Outside Technology that Executive obtains knowledge of during the Transition Period that Company is not pursuing or contemplating pursuing, Executive shall retain all right, title and interest (“Ownership”) in such New Outside Technology if Executive is a sole or joint inventor, author or other creator thereof provided that Executive provides Company with a non-exclusive, perpetual, royalty-free license, under any applicable patents embodied in such New Outside Technology. In order to obtain the foregoing rights with respect to New Outside Technology of which Executive obtains knowledge during the Transition Period, Executive shall be required to provide Company notice in advance of Executive’s commercializing such technology. Executive shall have no obligation to provide Company notice regarding Executive’s pursuing New Outside Technology of which Executive obtains knowledge after the Transition Period (“Post Transition Period New Outside Technology”). Executive will retain Ownership of any Post Transition Period New Outside Technology of which Executive is the sole or joint inventor, author or other creator. Without limiting the foregoing, it is agreed that the exploitation of New Outside Technology by Executive pursuant to this Section 7 shall not constitute Executive’s improper appropriation of the Company’s corporate opportunity or of the Company’s confidential or proprietary information and shall not subject Executive to any potential claim...
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Related to New Outside Technology

  • New Technology When new or updated technology is introduced into a workplace, it will be the responsibility of the employer to provide appropriate and, if necessary, ongoing training to the employees directly affected. Such training will include any health and safety implications or information that will enable employees to operate the equipment without discomfort and will help maintain their general well-being.

  • Licensed Technology (a) LICENSOR is not aware of any interference, infringement, misappropriation, or other conflict with any intellectual property rights of third parties, and LICENSOR has never received any charge, complaint, claim, demand, or notice alleging any such interference, infringement, misappropriation, or violation (including any claim that LICENSOR must license or refrain from using any intellectual property rights of any third party). To the knowledge of LICENSOR, no third party has interfered with, infringed upon, misappropriated, or otherwise come into conflict with any of the LICENSED TECHNOLOGY. (b) Exhibit A identifies each patent or registration which has been issued to LICENSOR with respect to any of the LICENSED TECHNOLOGY and identifies each pending patent application or application for registration which LICENSOR has made with respect to any of the LICENSED TECHNOLOGY. LICENSEE acknowledges that LICENSOR has previously made available to LICENSEE correct and complete copies of all such patents, registrations and applications (as amended to-date) in LICENSOR’s possession and has made available to LICENSEE correct and complete copies of all other written documentation in LICENSOR’s possession evidencing ownership and prosecution (if applicable) of each such item. (c) Exhibit A identifies each item of LICENSED TECHNOLOGY that is assigned to LICENSOR or that LICENSOR uses pursuant to license, sublicense, agreement, or permission. LICENSOR has made available to LICENSEE correct and complete copies of all such licenses, sublicenses, agreements, patent prosecution files and permissions (as amended to-date) in LICENSOR’s possession. With respect to each item of LICENSED TECHNOLOGY required to be identified in Exhibit A and to the knowledge of LICENSOR: (i) the license, sublicense, agreement, or permission covering the item is legal, valid, binding, enforceable, and in full force and effect; (ii) the license, sublicense, agreement, or permission will continue to be legal, valid, binding, enforceable, and in full force and effect on identical terms following the consummation of the transactions contemplated hereby; (iii) no Party to the license, sublicense, agreement, or permission is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default or permit termination, modification, or acceleration thereunder; (iv) no party to the license, sublicense, agreement, or permission has repudiated any provision thereof; (v) the underlying item of LICENSED TECHNOLOGY is not subject to any outstanding lien or encumbrance, injunction, judgment, order, decree, ruling, or charge; (vi) no action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand is pending or is threatened which challenges the legality, validity, or enforceability of the underlying item of LICENSED TECHNOLOGY; and (vii) except as provided in Exhibit A, LICENSOR has not granted any license or similar right to the LICENSED TECHNOLOGY within the GENERAL FIELD or PARTHENOGENESIS FIELD.

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you.

  • Third Party Technology The Company makes use of third party technology to collect information required for traffic measurement, research, and analytics. Use of third party technology entails data collection. We therefore would like to inform clients the Company enables third parties to place or read cookies located on the browsers of users entering the Company’s domain. Said third parties may also use web beacons to collect information through advertising located on the Company’s web site. Please note that you may change your browser settings to refuse or disable Local Shared Objects and similar technologies; however, by doing so you may be disabling some of the functionality of Company’s services.

  • Antivirus software All workstations, laptops and other systems that process and/or store PHI COUNTY discloses to CONTRACTOR or CONTRACTOR creates, receives, maintains, or transmits on behalf of COUNTY must have installed and actively use comprehensive anti-virus software solution with automatic updates scheduled at least daily.