Ownership and Protection Sample Clauses

Ownership and Protection. Each parry agrees that it has no interest in or right to use the Proprietary In. formation of the other except in accordance with the terms of this Agreement. Each party acknowledges that it may disclose Proprietary Information to the other in the performance of this Agreement. The party receiving the Proprietary Information shall (i) maintain it in strict confidence and take all reasonable steps to prevent its disclosure to third panics, except to the extent necessary to carry out the purposes of this Agreement,, in which case these confidentiality restrictions shall be imposed upon the third parties to whom the disclosures are made; (ii) use at least the same degree of care as it uses in maintaining the secrecy of its own Proprietary Information (but no less than a reasonable degree of care); and (iii) prevent the removal of any proprietary, confidential or copyright notices placed on the Proprietary Information.

Ownership and Protection. Each party agrees that it has no interest in or right to use the Proprietary Information of the other except in accordance with the terms of this agreement. All rights, title and interest in and to the original and all copies of, in any and all forms, the Licensed Assets, and all parts thereof, whether made by the Licensor or the Licensee, belong to the Licensor. Each party acknowledges that it may disclose Proprietary Information to the other in the performance of this agreement. The party receiving the Proprietary Information will (i) maintain it in strict confidence and take all reasonable steps to prevent its disclosure to third parties, except to the extent necessary to carry out the purposes of this agreement, in which case these confidentiality restrictions will be imposed upon the third parties to whom the disclosures are made, (ii) use at least the same degree of care as it uses in maintaining the secrecy of its own Proprietary Information (but no less than a reasonable degree of care) and (iii) prevent the removal of any proprietary, confidential or copyright notices placed on the Proprietary Information.

Ownership and Protection. With respect to each item of Intellectual Property identified as being owned by the Company, the Company owns all right, title and interest in and to such Intellectual Property, and has not encumbered or impaired any rights in same. The Company has obtained an enforceable written assignment of all right, title and interest in and to each item of the Intellectual Property owned by the Company from each person or entity participating in the discovery, development or creation of such item or Intellectual Property and the Company and the Shareholders have provided to AQUM true and correct copies of each such assignment. The Company has no obligation to compensate, or to obtain the consent of, any third party for the use of any item of the Intellectual Property. All employees, independent contractors, or other persons who have had access to or participated in the development in any of the Intellectual Property owned by the Company have signed appropriate confidentiality and non-disclosure agreements and, in the case of independent contractors, appropriate work for hire agreements and assignments, sufficient to protect the Company’s ownership rights in the Intellectual Property and the unauthorized use or disclosure of same. All registrations and applications to register the Intellectual Property in each of the countries in which any of the same is registered are valid and subsisting in all respects and have been properly maintained. No party has any claim to any moral rights with respect to the Intellectual Property owned by the Company.

Ownership and Protection a. Licensor represents and warrants that it owns the Xxxxx Mobile App and has all rights necessary to grant the License as set forth herein. Each Licensee acknowledges such ownership by Licensor, and no Licensee shall do anything inconsistent therewith. Each Licensee further acknowledges that the Xxxxx Mobile App is part of the business of Licensor. No Licensee shall, during the term of this Agreement or at any time thereafter, contest the fact that such Licensee’s rights under this Agreement (i) are solely those of a licensed user and (ii) shall cease upon termination of this Agreement in accordance with Section 4. During and after the term of this License, no Licensee shall adopt, use or attempt to register any name, brand, logo, xxxx or other identifier, or perform any act, that Licensee reasonably believes is likely to disparage such the Xxxxx Mobile App. b. Licensee shall notify Licensor of any infringement of the Xxxxx Mobile App promptly upon Licensee becoming aware of such infringement. Licensor has and shall retain the sole and exclusive right, in its sole discretion and at its own expense, to bring infringement proceedings involving the Xxxxx Mobile App and to retain all amounts recovered as relief therein or in settlement thereof.

Ownership and Protection. 3.1 Licensor represents and warrants that it owns the Colony Intellectual Property and the goodwill associated therewith and has all rights necessary to grant the licenses in the Colony Intellectual Property to Licensee as set forth herein. Licensee acknowledges such ownership by Licensor, and Licensee shall do nothing inconsistent therewith. Licensee further acknowledges that the Colony Intellectual Property is part of the business of Licensor. Licensee agrees that it shall not, during the term of this Agreement or at any time thereafter, contest the fact that Licensee’s rights under this Agreement (i) are solely those of a licensed used and (ii) shall cease upon termination of this Agreement, subject to Section 4.4. During and after the term of this License, Licensee shall not adopt, use or attempt to register any name, brand, logo, xxxx or other identifier, or perform any act, that Licensee reasonably believes is likely to disparage, dilute or be confusingly similar to the Colony Intellectual Property. 3.2 Licensee shall notify Licensor of any infringement of the Colony Intellectual Property promptly upon Licensee becoming aware of such infringement. Licensor has and shall retain the sole and exclusive right, in its sole discretion and at its own expense, to bring infringement proceedings involving the Colony Intellectual Property and to retain all amounts rewarded as relief therein or in settlement thereof.

Ownership and Protection. Each party agrees that it has no ------------------------ interest in or right to use the Proprietary Information of the other except in accordance with the terms of this Agreement. Each party acknowledges that it may disclose Proprietary Information to the other in the performance of this Agreement. The party receiving the Proprietary Information shall (i) maintain it in strict confidence and take all reasonable steps to prevent its disclosure to third parties, except to the extent necessary to carry out the purposes of this Agreement, in which case these confidentiality restrictions shall be imposed upon the third parties to whom the disclosures are made; (ii) use at least the same degree of care as it uses in maintaining the secrecy of its own Proprietary Information (but no less than a reasonable degree of care); and (iii) prevent the removal of any proprietary, confidential or copyright notices placed on the Proprietary Information.

Ownership and Protection. This Agreement does not affect the ownership of any Intellectual Property Right in existence before the commencement of the Project.

Ownership and Protection. This Agreement does not affect the ownership of any Intellectual Property Right in existence before the commencement of the Project. Subject to the Researcher complying with this Agreement, any prior rights and the rights of third parties, all rights in relation to the Results shall be vested in the Researcher. Where the Researcher is a Crown body, any copyright shall vest in the Crown provided that the Researcher is authorised on behalf of the Crown to grant licences in accordance with paragraphs 5 and below and does so grant at the time of vesting, failing which copyright shall vest in AHDB. In the event that the Researcher vests or otherwise disposes of any Intellectual Property Right created in the undertaking of this Project, the Researcher shall ensure that all rights of AHDB in relation to such Intellectual Property Right shall be protected through licensing or otherwise in that vesting or disposal so that AHDB may thereafter make use of such Intellectual Property Right as if it were owned by the Researcher and shall ensure that a similar protective provision shall be incorporated in the event of any further vesting or disposal. The Researcher shall: report to AHDB annually during the term of this Agreement and upon reasonable request by AHDB for five years thereafter (in relation to such Results as are capable of or are being exploited) on the progress of commercial exploitation of such Results and on any assignment or licence of such Results; do all things and execute at AHDB’s expense any documents reasonably required to give effect to such vesting or assignment/licensing in AHDB as is necessary to give effect to paragraph below. The Researcher hereby grants to AHDB subject to any reasonable confidentiality restrictions made known to AHDB in Writing an irrevocable world-wide non-exclusive licence in perpetuity free of any charge or royalty to use the Results for: publication of any report on AHDB’s website; disclosure, copying or otherwise distributing to the public or using in any reasonable way any information arising out of the Project or comprised in any work relating to the Project; any purpose set out in Article 3(2) of the Agriculture and Horticulture Development Board Order 2008; and to sub-licence AHDB’s rights on the same terms as the licence. AHDB shall inform the Researcher of the granting of any such sub-licence. The Researcher shall ensure that any such licence shall be binding on any successor, transferee or assignee of the Researc...

Ownership and Protection a. Licensor represents and warrants that it owns the Tirios Platform and has all rights necessary to grant the License as set forth herein. Each Licensee acknowledges such ownership by Licensor, and no Licensee shall do anything inconsistent therewith. Each Licensee further acknowledges that the Tirios Platform is part of the business of Licensor. No Licensee shall, during the term of this Agreement or at any time thereafter, contest the fact that such Licensee’s rights under this Agreement (i) are solely those of a licensed user and (ii) shall cease upon termination of this Agreement in accordance with Section 4. During and after the term of this License, no Licensee shall adopt, use or attempt to register any name, brand, logo, mark or other identifier, or perform any act, that Licensee reasonably believes is likely to disparage such the Tirios Platform. b. Licensee shall notify Licensor of any infringement of the Tirios Platform promptly upon Licensee becoming aware of such infringement. Licensor has and shall retain the sole and exclusive right, in its sole discretion and at its own expense, to bring infringement proceedings involving the Tirios Platform and to retain all amounts recovered as relief therein or in settlement thereof.

Ownership and Protection. With respect to each item of -------------------------- Intellectual Property identified as being owned by the Cotton Group Companies, the Cotton Group Companies own all right, title and interest in and to such Intellectual Property, and have not encumbered or impaired any rights in same. The Cotton Group Companies have obtained an enforceable written assignment of all right, title and interest in and to each item of Intellectual Property owned by the Cotton Group Companies from each person or entity participating in the discovery, development or creation of such item of Intellectual Property and have provided to Purchaser true and correct copies of each such assignment. Except as set forth on SCHEDULE 4.12(C), the Cotton Group Companies do not have ---------------- any obligation to compensate, or to obtain the consent of, any third party for the use of any item of Intellectual Property. All employees, independent contractors, or other persons who have had access to or participated in the development of any Intellectual Property owned by the Cotton Group Companies have signed appropriate confidentiality and non-disclosure agreements and, in the case of independent contractors, appropriate work for hire agreements and assignments, sufficient to protect the Cotton Group Companies' ownership rights in Intellectual Property and the unauthorized use or disclosure of same. All registrations and applications to register the Intellectual Property in each of the countries in which any of the same is registered are valid and subsisting in all respects and have been properly maintained. To the Knowledge of the Cotton Group Companies or any Seller, no party has any claim to any moral rights with respect to Intellectual Property owned by the Cotton Group Companies.