Out-of-Scope Innovations. If Contractor incorporates or permits to be incorporated any Innovations relating in any way, at the time of conception, reduction to practice, creation, derivation, development or making of such Innovation, to Company’s business or actual or demonstrably anticipated research or development but which were conceived, reduced to practice, created, derived, developed or made by Contractor (solely or jointly) either unrelated to Contractor’s work for Company under this Agreement or prior to the Effective Date (collectively, the “Out-of-Scope Innovations”) into any of the Company Innovations, then Contractor hereby grants to Company and Company’s designees a non-exclusive, royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to such Out-of-Scope Innovations. Notwithstanding the foregoing, Contractor agrees that Contractor will not incorporate, or permit to be incorporated, any Innovations conceived, reduced to practice, created, derived, developed or made by others or any Out-of-Scope Innovations into any Company Innovations without Company’s prior written consent.
Out-of-Scope Innovations. If Contractor incorporates any Innovations relating in any way to Company’s business or demonstrably anticipated research or development or business which were conceived, reduced to practice, created, derived, developed or made by Contractor either outside of the scope of Contractor’s work for Company under this Agreement or prior to the Effective Date (collectively, the “Out-of-Scope Innovations”) into any of the Company Innovations, Contractor hereby grants to Company or Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Out-of-Scope Innovations which Contractor incorporates, or permits to be incorporated, in any Company Innovations. Contractor agrees that Contractor will not incorporate, or permit to be incorporated, any Innovations conceived, reduced to practice, created, derived, developed or made by others or any Out-of-Scope Innovations into any of the Company Innovations without Company’s prior written consent.
Out-of-Scope Innovations. If Contractor incorporates any Innovations that were conceived, reduced to practice, created, derived, developed or made by Contractor or any third party either outside of the scope of Contractor’s work for Northstar under this Agreement or prior to the Effective Date (collectively, the “Out-of-Scope Innovations”) into any of the Northstar Innovations, Contractor hereby grants to Northstar a royalty-free, transferable, irrevocable, worldwide, fully paid-up license (with rights to sublicense) to use any Out-of-Scope Innovations. Contractor agrees that Contractor will not incorporate, or permit to be incorporated, any Out-of-Scope Innovations into any of the Northstar Innovations without Northstar’s prior written consent.
Out-of-Scope Innovations. Contractor agrees not to use or incorporate into any Work Product any confidential or proprietary information, technology or intellectual property conceived, created, generated, made, derived, developed or reduced to practice (a) by Contractor other than in the course of performing the Services or (b) by any third party (collectively, the “Out-of-Scope Innovations”). To the extent Contractor uses, incorporates or permits to be incorporated into any Work Product any Out-of-Scope Innovations, then Contractor hereby grants to Adicet and Adicet’s designees and successors in interest a non-exclusive, royalty-free, transferable, irrevocable, perpetual, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to use, reproduce, distribute, display and perform (whether publicly or otherwise), prepare derivative works of and otherwise modify, make, sell, offer to sell, import and otherwise use and exploit (and have others exercise such rights on behalf of Adicet) all or any portion of such Out-of-Scope Innovations, in each case in any medium or format, whether now known or later developed, and without notice to, the consent of, or accounting to Contractor. To the extent any of the rights, title and interest in and to any Out-of-Scope Innovations cannot be licensed by Contractor to Adicet, Contractor hereby unconditionally and irrevocably waives and agrees never to assert such non-licensable rights, title and interest, and any associated claims or causes of action, against Adicet or any of Adicet’s designee or successors in interest.
Out-of-Scope Innovations. If Contractor incorporates or permits to be incorporated into any Work Product any technology or intellectual property relating in any way, at the time of conception, creation, generation, making, derivation, development or reduction to practice of such Work Product, to Company’s business or actual or demonstrably anticipated research or development but which was conceived, created, generated, made, derived, developed or reduced to practice by Contractor (solely or jointly) either unrelated to Contractor’s work for Company under this Agreement or prior to the earlier of the Effective Date or Contractor’s commencement of the Services (collectively, the “Out-of-Scope Innovations”), then Contractor hereby grants to Company and Company’s designees a non-exclusive, royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all intellectual property rights relating to such Out-of-Scope Innovations. Notwithstanding the foregoing, Contractor shall not (a) incorporate, or permit to be incorporated, any technology or intellectual property conceived, created, generated, made, derived, developed or reduced to practice by others or any Out-of-Scope Innovations into any Work Product without Company’s prior written consent or (b) disclose to Company, or bring onto Company’s premises, or induce Company to use any confidential or proprietary information that belongs to anyone other than Company or Contractor.
Out-of-Scope Innovations. If Contractor incorporates any Innovations relating in any way to Company’s business or demonstrably anticipated research or development or business which were conceived, reduced to practice, created, derived, developed or made by Contractor either outside of the scope of Contractor’s work for Company under this Agreement or prior to the Effective Date set forth below (collectively, the “Out-of-Scope Innovations”) into any of the Company Innovations, Contractor hereby grants to Company or Company’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Out-of-Scope Innovations which Contractor incorporates, or permits to be incorporated, in any Company Innovations. Contractor agrees that Contractor will not incorporate, or permit to be incorporated, any Innovations conceived, reduced to practice, created, derived, developed or made by others or any Out-of-Scope Innovations into any of the Company Innovations without Company’s prior written consent.
Out-of-Scope Innovations. Consultant must describe and identify in each SOW the Innovations that Consultant intends to use in performing Services under such SOW which is either owned by Consultant or is licensed by a third party to Consultant with a right to sublicense, and which exists prior to the effective date of the applicable SOW (collectively, the “Out-of-Scope Innovations”). If Consultant incorporates any Out-of-Scope Innovations into any of the Company Innovations, then Consultant hereby grants to the Company and the Company’s designees a non-exclusive, royalty-free, irrevocable, perpetual, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to such Out-of-Scope Innovations.
Out-of-Scope Innovations. Consultant agrees that Consultant will not incorporate, or permit to be incorporated , any Innovation s conceived, reduced to practice, created, derived, developed or made by others, or any Innovations relating in any way to Company's business or demonstrably anticipated research or development or business which were conceived, reduced to practice, created, derived , developed or made by Consultant either outside of the scope of Consultant's work for Company under this Agreement or prior to the Commencement Date (collectively, the "Out-of-Scope Innovations ") into any of the Company Innovations without Company's prior written consent.
Out-of-Scope Innovations. In the event any Innovation that is conceived, reduced to practice, created, derived, developed or made by Contractor either outside of the scope of Contractor's services for Document Sciences or before the Effective Date and (i) is included within or embodied in a Document Sciences Innovation, (ii) is necessary to exploit a Document Sciences Innovation, or (iii) relates at the time of conception or reduction to practice of such Innovation to Document Sciences' business or demonstrably anticipated research into or development of any Document Sciences Innovation (collectively, the "Out-of-Scope-Innovations"), then Contractor hereby grants to Document Sciences, or Document Sciences' designee, a non-exclusive, worldwide, royalty-free, fully-paid up, perpetual, irrevocable, transferable license (with the right to sublicense through multiple tiers of distribution) to use, reproduce, modify, distribute, publicly display, make, have made, sell, have sold, offer for sale, or otherwise commercially exploit, such Out-of-Scope-Innovation and practice all applicable patent, copyright, moral right, trademark, service mark, mask work, trade secret and other Intellectual Property Rights xxxating to such Out-of Scope-Innovation. Contractor agrees that Contractor will not incorporate, or permit to be incorporated, any Out-of-Scope-Innovations or Innovations conceived, reduced to practice, created, derived, developed or made by others into any of the Document Sciences Innovations without Document Sciences' prior written consent.
Out-of-Scope Innovations. If Consultant incorporates any Innovations relating in any way to ImaRx’s Business or demonstrably anticipated research or development or business which were conceived, reduced to practice, created, derived, developed or made by Consultant either outside of the scope of Consultant’s work for ImaRx under this Agreement or prior to the Effective Date (collectively, the “Out-of-Scope Innovations”) into any of the ImaRx Innovations, Consultant hereby grants to ImaRx or ImaRx’s designees a royalty-free, irrevocable, worldwide, fully paid-up license (with rights to sublicense through multiple tiers of sublicensees) to practice all applicable patent, copyright, moral right, mask work, trade secret and other intellectual property rights relating to any Out-of-Scope Innovations which Consultant incorporates, or permits to be incorporated, in any ImaRx Innovations. Consultant agrees that Consultant will not incorporate, or permit to be incorporated, any Innovations conceived, reduced to practice, created, derived, developed or made by others or any Out-of-Scope Innovations into any of the ImaRx Innovations without ImaRx’s prior written consent.
