Ownership; Assignment Sample Clauses

Ownership; Assignment. Executive hereby acknowledges and agrees that: (i) as between the Company and Executive, the Company is the exclusive owner of all Confidential Information; and (ii) all Executive Work Product subject to copyright protection shall be deemed “work made for hire” under the Federal copyright laws (17 U.S.C. Section 101) and is owned exclusively by Company. To the extent that title to any Executive Work Product subject to copyright protection does not constitute a “work made for hire,” and to the extent title to any other Executive Work Product does not, by operation of law or otherwise, vest in Company, all rights, title, and interests therein, including, without limitation, all copyrights, patents and trade secrets, all right, title and interest in and to all Executive Work Product is hereby irrevocably assigned to Company. Without any additional compensation, Executive shall assist Company in obtaining patents and/or copyrights on all Executive Work Product deemed to be patentable or copyrightable by Company and shall execute all documents necessary to vest Company with full and exclusive title thereto. Executive hereby irrevocably designates and appoints Company and its duly authorized officers and agents, as Executive’s agents and attorneys-in-fact to act for and on Executive’s behalf, and to execute and file any documents and to do all other lawfully permitted acts to further the purposes of this paragraph (a) with the same legal force and effect as if executed by Executive.

Ownership; Assignment. For the avoidance of doubt, the rights and obligations of the Parties under this ARTICLE 8 are subject to and limited by any applicable Third Party Obligations to the extent the provisions of such obligations or agreements are specifically disclosed to Vertex in writing (or via electronic data room) (a) with respect to Third Party Obligations existing as of the Effective Date, prior to the Effective Date, (b) with respect to Third Party Obligations arising between the Effective Date and the delivery of the relevant Option Exercise Data Package, at the time of delivery of the Option Exercise Data Package and (c) with respect to Third Party Obligations arising after the date the applicable Exclusive License is granted hereunder, on or prior to the date on which such Third Party Obligations arise.

Ownership; Assignment. The Donor represents and warrants that, to the Donor's knowledge, the Materials are not unauthorized copies, and the Donor is the owner of the Materials, and hereby irrevocably assigns and transfers to the DWV (a) ownership in and title to the Materials and (b) all rights, title, and interests that the Donor may have in the copyright in the Materials.

Ownership; Assignment. All inventions, improvements, designs, works of authorship, formulas, processes, methods, software, databases, trade secrets, know-how and ideas, and any other results or proceeds of Consultant’s services for Company made, conceived, developed, created or incorporated by Consultant, either alone or jointly with others, in connection with the services provided under this Agreement or otherwise related to the Proprietary Information whether or not patentable, copyrightable or protectable as trade secrets, and all patents, copyright rights, trade secret rights and other intellectual property rights related thereto (“IP”) shall be and remain the sole property of Company and its assigns in perpetuity, and Consultant hereby assigns and agrees to assign all right, title and interest in and to such IP to Company and its assigns. Consultant irrevocably assigns and agrees to assign to the Company, in each case without additional consideration, all right, title, and interest throughout the world in and to these materials, including all intellectual property rights and unrestricted copyright. Consultant agrees to waive and not to assert any and all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights,” “artist’s rights,” “droit moral,” or the like to all IP. Consultant agrees to require its personnel to abide by this Section 7, as if it applied directly to such personnel.

Ownership; Assignment. Employee hereby acknowledges and agrees that (i) Employer is the exclusive owner of all Confidential & Proprietary Information and (ii) all Employee Work Product constitutes "work made for hire" owned exclusively by Employer and, alternatively, Employee hereby irrevocably assigns all patent, copyright, trade secret, ownership or other rights it might have in Employee Work Product to the Employer. Employee shall, during the Term hereof or at any time thereafter upon request, execute any domestic or foreign applications assignments or other documents needed to vest or confirm ownership of Employee Work Product exclusively in Employer.

Ownership; Assignment. Customer agrees that, as between Customer and Searchmetrics, Searchmetrics and its parent company Searchmetrics GmbH (whichever is applicable) is the exclusive owner of all right, title and interest in, to and under all Searchmetrics IP, including all Intellectual Property Rights in and to the Searchmetrics IP. Searchmetrics hereby reserves all rights in, to and under the Searchmetrics IP not expressly granted to Customer under this Agreement. If Customer acquires any rights (other than the rights and licenses granted in Section 3.b) in or to any Searchmetrics IP, Customer hereby irrevocably assigns all such rights to Searchmetrics. At Searchmetrics’ request and expense, Customer agrees to perform any and all further actions and execute any additional documents that Searchmetrics may deem necessary or desirable to evidence, protect or confirm Searchmetrics’ or its designee’s ownership interest in, to and under the Searchmetrics IP, including making further written assignments in a form determined by Searchmetrics. Any Content Services shall be provided according to a separate written agreement or annex to this Agreement. Content such as images that may be displayed within the Searchmetrics Content ExperienceTM Platform are provided as examples and may be restricted by copyrights and trademark rights of Third Parties. Customer is responsible for ensuring that Customer Content does not violate the terms and conditions of this Agreement.

Ownership; Assignment. Except as otherwise expressly provided for in this Agreement, Corporate Air shall not, without the prior written consent of Dick’s Sporting Goods assign, transfer, pledge, exchange, sell, hypothecate or otherwise dispose of this Agreement

Ownership; Assignment. For the avoidance of doubt, the rights and obligations of the Parties under this ARTICLE 7 are subject to and limited by any applicable Third Party Obligations to the extent the provisions of such obligations or agreements are specifically disclosed to Vertex in writing (or via electronic data room) (a) with respect to Third Party Obligations existing as of the Execution Date, prior to the Execution Date, and (b) with respect to Third Party Obligations arising after the Execution Date, on or prior to the date on which such Third Party Obligations arise.

Ownership; Assignment. Any sublicensed development of Upgrades to the Licensed Technology or TiVo Improvements under the Developer Sublicense Agreement shall, to the extent permitted by law, be conducted as a “work-for-hire” and that the Sublicensee assigns Company all right, title and interest (including any IP Rights) in and to the Upgrades thereof free and clear of any encumbrances or payment of royalties or other ongoing fees and disclose a complete copy of any software Upgrades to Company in both Source Code and Object Code forms.

Ownership; Assignment. Without limiting the generality of anything contained in this Agreement, Employee hereby acknowledges and agrees that Employer shall own, from inception, all Proprietary Information, Invention/Ideas, all works and elements embodied therein as well as all materials used or created in connection therewith (including, without limitation, all sketches, renderings, tests, programs, computer files, animation files, etc.) (individually and collectively, the “Material”) and all rights in and to all of the foregoing including, without limitation, the right to reproduce the same in any and all media, whether now known or hereafter devised, without any additional compensation to Employee or any other person or entity. Employee acknowledges that the Material is being specifically commissioned by Employer and, for purposes of copyright law throughout the universe, Employer shall be considered the “author” of the Material, and the Material shall constitute a “work for hire” under United States copyright law. If for any reason Employer shall not be considered to be the sole author of the Material, then this Agreement shall constitute an irrevocable assignment by Employee to Employer of all Employee’s right, title, and interest in and to the Material including, without limitation, the copyrights therein and renewals and extensions thereof, and Employee shall, upon Employer’s request, execute and deliver to Employer such additional instruments necessary or convenient to evidence such assignment. Employee hereby assigns to Employer his entire right, title and interest (throughout the United States and in all foreign countries), free and clear of all liens and encumbrances, in and to each Invention/Idea, which shall be the sole property of Employer, whether or not patentable, copyrightable or subject to other forms of protection, made, created, developed, written or conceived by Employee during the Employment Period, either solely or jointly with another, in whole or in part, either: (i) in the course of such employment, (ii) relating to the actual or anticipated business or research or development of Employer or (iii) with the use of Employer’s time, material, private or proprietary information or facilities. If Employee is a California Employee, Employee understands that the provisions in this Agreement relating to assignment of Intellectual Property do not apply to any such Intellectual Property which qualifies fully under the provisions of California Labor Code Section 2...