OWNERSHIP & GRANT OF LICENSE Sample Clauses

OWNERSHIP & GRANT OF LICENSE. 3.1 The Employer and the Employee acknowledge and agree that any right, title and interest in the Course shall be owned by the Employee. 3.2 The Employee hereby grants the Employer the exclusive worldwide license under the Employee’s title and interest in and to the Course, to reproduce, distribute and sell the Course, and to incorporate the Course, in whole or in part, into new course offerings in all media and all formats in the education market for the duration of the IP license. The IP license expiration date is six (6) years from the date of written approval in accordance with 2.1 and/or 2.2, or the remainder of the twelve (12) years from the original date of written approval of course development ( , 20 ), whichever is shorter. The Employer will not sell, assign, license or otherwise transfer the Course or portions thereof to a third party without the prior written consent of the Employee. 3.3 The Employee retains the right to use all or portions of the Course for research purposes, or for publication in an alternate form such as textbooks, manuals, or the like. 3.4 The Employee will not use the Course, or any materials authored by them and incorporated in the Course, to develop, revise or deliver courses for use in any education market. 3.5 Redevelopment of online courses shall be done in accordance with Article 44.04, 44.06, and 44.07.
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OWNERSHIP & GRANT OF LICENSE. 3.1 The Employer and the Employee acknowledge and agree that any right, title and interest in the Course shall be owned by the Employee. 3.2 The Employee hereby grants the Employer the exclusive worldwide license under the Employee’s title and interest in and to the Course, to reproduce, distribute and sell the Course, and to incorporate the Course, in whole or in part, into new course offerings in all media and all formats in the education market for a period of six (6) years. The IP license expiration date is six (6) years from the date of written approval in accordance with 2.1 and/or 2.2. The Employer will not sell, assign, license or otherwise transfer the Course or portions thereof to a third party without the prior written consent of the Employee. 3.3 The Employee retains the right to use all or portions of the Course for research purposes, or for publication in an alternate form such as textbooks, manuals, or the like. 3.4 The Employee will not use the Course, or any materials authored by them and incorporated in the Course, to develop, revise or deliver courses for use in any education market. 3.5 Development of online courses shall be done in accordance with Articles 44.03, 44.06 (b) and 44.07.
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OWNERSHIP & GRANT OF LICENSE. (a) Except with respect to any Invention or Improvement that is co-owned by the Parties as provided in Section 6.02(b), Licensor shall, at all times, have full and unlimited ownership of all Inventions or Improvements; provided, however, all such Inventions or Improvements shall, to the extent that they may be used or practiced in the Field of Vegetable Oil Processing, be included within the scope of the rights and license granted to Licensee under this Agreement. Upon Licensor's written request, Licensee shall assign and transfer to Licensor all of Licensee's ownership rights in any Invention or Improvement, including any patent, patent application, copyright, trade secret or other intellectual property right contained therein or arising with respect thereto. (b) Licensee shall, upon Licensor's request, take such actions and execute all documents and cause its Representatives to take all actions and execute all documents as are necessary or appropriate to carry out the provisions of this Article VI and shall assist Licensor in preparing, filing, prosecuting and assigning patents, patent applications, copyrights, trademarks and other intellectual property rights and in otherwise securing their protection.
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OWNERSHIP & GRANT OF LICENSE. 5.1. Customer Content - Any and all artwork, logos, graphics, audio, video, text, data, software, code, domain names and other materials supplied by Customer or its affiliates to Developer in connection with this Agreement, shall remain the sole and exclusive property of Customer or such affiliates, as the case may be (the “Customer Content”). No rights shall be transferred from Customer to Developer with respect to any of the Customer Content or any Intellectual Property Rights therein. 5.2. Licensed Materials - Developer hereby grants to Customer a non-exclusive, non-transferable and perpetual to use, copy and distribute the Licensed Materials. The developer shall grant title to the Licensed Materials.
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OWNERSHIP & GRANT OF LICENSE. 2.1 The Software installed, downloaded, or otherwise acquired by Customer under this Agreement, including all releases provided as part of Support, copies and documentation,, is copyrighted, trade secret and Confidential Information of Tripwire or its licensors, who maintain exclusive title to all Software and retain all rights not expressly granted by this Agreement. Tripwire grants to Customer, subject to Customer’s compliance with the terms and conditions of this Agreement including but not limited to payment of applicable license fees, a nontransferable, nonexclusive license to use Software solely: (a) in machine-readable, object or executable code form; (b) as specified in the order; and (c) for Customer’s internal business purposes. 2.2 Each order will identify the Software, license unit of measure, and any time period restriction, if applicable, and such limitations may be technically implemented through the use of authorization codes, license keys, or similar devices. Customer may choose to, but is not required to, provide suggestions, data, or other information to Tripwire regarding possible improvements in the operation, functionality or use of Software, whether in the course of receiving services, evaluating Software or otherwise, and any inventions, product improvements, modifications or developments made by Tripwire, at its sole discretion, will be the exclusive property of Tripwire.
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OWNERSHIP & GRANT OF LICENSE. 2.1 The software installed, downloaded, or otherwise acquired by Customer under this Agreement, including any upgrades, updates, modifications, revisions, copies, and documentation (“Software”) are copyrighted, trade secret and confidential information of Tripwire or its licensors, who maintain exclusive title to all Software and retain all rights not expressly granted by this Agreement. Tripwire grants to Customer, subject to Customer’s compliance with the terms and conditions of this Agreement including but not limited to payment of applicable license fees, a nontransferable, nonexclusive license to use Software solely: (a) in machine-readable, object or executable code form; (b) as specified in the Order; and (c) for Customer’s internal business purposes. 2.2 The Order will identify the specific type of Software licenses purchased and additional restrictions may apply, for example: (a) use of the Software is permitted solely for the specific number of processors or “nodes” (e.g. “File Systems” or “Network Devices”) identified in the Order; (b) the Software may contain third-party backend databases (e.g. MySQL) which the Customer is only authorized to use if identified in the Order; (c) use of the Software is permitted solely on the authorized hardware; (d) use of the Software may be restricted to a specific site (e.g. Software identified in an Order for “Large Stores” or “Small Stores” may only be used at a single store location’s site) or territory, if referenced in the Order; (e) if “EPS” is referenced in the Order, Software is restricted by events per second; and (f) use of the Software may be limited to a restricted period of time, if referenced in the Order, and such limitations may be technically implemented through the use of authorization codes, license keys, or similar devices. Customer may choose to, but is not required to, provide suggestions, data, or other information to Tripwire regarding possible improvements in the operation, functionality or use of Software, whether in the course of receiving services, evaluating Software or otherwise, and any inventions, product improvements, modifications or developments made by Tripwire, at its sole discretion, will be the exclusive property of Tripwire. This Section 2.2 shall survive termination or expiration of this Agreement.
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OWNERSHIP & GRANT OF LICENSE. (a) Except in case Licensee and Licensor would be co-owner of an Invention of Improvement as per the terms of article 5.02 (b) hereabove, Licensor shall, at all times, have exclusive and unlimited ownership of all Inventions or Improvements; provided, however, all such Inventions or Improvements shall, to the extent that they may be used or practiced in the field of Vegetable Oil Refining Science, be included within the scope of the rights granted to Licensee under this Agreement. Upon Licensor’s written request, Licensee shall assign and transfer to Licensor all of Licensee’s ownership rights in any Invention or Improvement, including without limitation any patent, patent application, copyright, trade secret or other intellectual property right contained therein or arising with respect thereto. (b) Licensee shall, upon Licensor’s request, take such actions and execute all documents, and cause its employees and contractors to take all actions and execute all documents, as are necessary or appropriate to implement the provisions of this Article V and shall assist Licensor in the preparing, filing, prosecuting and assigning patents, patent applications, copyrights and other intellectual property rights and in otherwise securing their protection. CTI Initials_________ DB Initials ________
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OWNERSHIP & GRANT OF LICENSE. 2.1 Software, including all releases provided as part of Support, copies and documentation, is copyrighted, trade secret and Confidential Information of Tripwire or its licensors, who maintain exclusive title to all Software and retain all rights not expressly granted by this Agreement. Tripwire grants to Customer, subject to Customer’s compliance with the Agreement terms including but not limited to payment of applicable license fees, a nontransferable, nonexclusive license to use Software solely: (a) in machine-readable, object or executable code form; (b) as specified in the Order; and (c) for Customer’s internal business purposes. Each Order for Software will identify the Software, license unit of measure, and any time period restriction, if applicable. Such limitations may be technically implemented through the use of authorization codes, license keys, or similar devices. 2.2 Customer agrees that purchases under this Agreement are not contingent on the delivery of any future functionality or features, and are not dependent on any oral or written comments made by Tripwire or its representatives regarding future functionality or features. Customer may choose, but is not required, to provide suggestions, data or other information to Tripwire regarding possible improvements in the operation, functionality or use of Software, in the course of receiving Support, evaluating Software or otherwise. Any inventions, product improvements, modifications or developments made by Tripwire are Tripwire’s exclusive property. 2.3 Customer shall not loan, rent, lease, distribute, or otherwise transfer Software without Tripwire’s prior written consent, except as part of a permanent transfer of the Software as permitted by this Agreement. Customer may copy Software only as reasonably necessary to support the authorized use, as long as the number of licenses in use does not exceed the number of licenses purchased by Customer. Each copy must include all notices embedded in Software as received from Tripwire. All copies remain the property of Tripwire or its licensors. Customer shall not: (a) use the Software or allow its use for developing, enhancing or marketing any product that is competitive with the Software; or (b) disclose to any third party the results of or information pertaining to any testing of the Products against a third party’s products for the purpose of competitive comparison. 2.4 Except as otherwise permitted for interoperability as required by applicable la...
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OWNERSHIP & GRANT OF LICENSE 
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Related to OWNERSHIP & GRANT OF LICENSE

  • Grant of License During the term of this Contract: a. Sourcewell grants to Supplier a royalty-free, worldwide, non-exclusive right and license to use the trademark(s) provided to Supplier by Sourcewell in advertising and promotional materials for the purpose of marketing Sourcewell’s relationship with Supplier. b. Supplier grants to Sourcewell a royalty-free, worldwide, non-exclusive right and license to use Supplier’s trademarks in advertising and promotional materials for the purpose of marketing Supplier’s relationship with Sourcewell.

  • Grant of Licenses (a) Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee, and Licensee hereby accepts from Licensor, an exclusive, non-transferable (except as set forth in Section 10.7) and non-sublicensable (except as provided in Section 2.1(c)) license to use the Licensed Domain Names in connection with the Business during the Term. Except as provided in Section 2.3, Licensee’s use of the Licensed Domain Names under the terms of this Agreement shall be free of any fees. (b) Subject to the terms and conditions of this Agreement, Licensor hereby grants to Licensee, and Licensee hereby accepts from Licensor, an exclusive, non-transferable (except as set forth in Section 10.7) and non-sublicensable (except as provided in Section 2.1(c)) license to use the Licensed Content in connection with websites associated with the Licensed Domain Names until the earlier of (i) termination or expiration of this Agreement, or (ii) termination or expiration of the Agency Agreement, provided, however, that in the event the Agency Agreement is amended or restated, such amendment or restatement shall not be deemed a termination or expiration of the Agency Agreement. Except as provided in Section 2.3, Licensee’s use of the Licensed Content under the terms of this Agreement shall be free of any fees. (c) Notwithstanding anything in this Agreement to the contrary, Licensee has no right to sublicense any rights granted hereunder to any third party, or otherwise permit any third party to use any Licensed Domain Names or Licensed Content; provided, however, that any rights granted to Licensee hereunder shall be sublicensable, without the prior written consent of Licensor, to SINA Leju and Licensee’s Affiliates that are controlled by SINA Leju solely for the purpose of operating the Business during the Term. All rights in and to the Licensed Domain Names and Licensed Content not expressly granted herein are hereby reserved exclusively by Licensor. Licensee shall be responsible for the compliance of the terms and conditions of this Agreement by all of its sublicensees. Without limiting the foregoing, in the event any sublicensee undertakes any action (or inaction) that would be deemed a breach of this Agreement had Licensee taken such action (or inaction), such action (or inaction) shall be deemed a breach by Licensee under this Agreement.

  • Grant of Licence 2.1 XXXXX, subject to the Licensee complying with the terms of the Agreement, grants the Licensee a Licence to Perform, or permit to be performed, any of the Works of Music for the time being in XXXXX’s Repertoire, at the Premises. 2.2 The Licence is a ‘blanket licence’. The Licensee is therefore entitled to, at the Premises and during the period that the Agreement is in force, perform any of the Works of Music in XXXXX’s Repertoire. The licence fee is payable irrespective of whether the Licensee elects to Perform XXXXX’s Repertoire or not.

  • Grant of License to Use Intellectual Property Without limiting the provisions of Section 3.01 hereof or any other rights of the Collateral Agent as the holder of a Security Interest in any IP Collateral, for the purpose of enabling the Collateral Agent to exercise rights and remedies under this Agreement at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Parties, an irrevocable, nonexclusive license (exercisable without payment of royalty or other compensation to the Grantors) to use, license or sublicense any of the IP Collateral now owned or hereafter acquired by such Grantor, and wherever the same may be located (whether or not any license agreement by and between any Grantor and any other Person relating to the use of such IP Collateral may be terminated hereafter), and including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout thereof, provided, however, that any such license granted by the Collateral Agent to a third party shall include reasonable and customary terms necessary to preserve the existence, validity and value of the affected IP Collateral, including without limitation, provisions requiring the continuing confidential handling of trade secrets, requiring the use of appropriate notices and prohibiting the use of false notices, protecting and maintaining the quality standards of the Trademarks in the manner set forth below (it being understood and agreed that, without limiting any other rights and remedies of the Collateral Agent under this Agreement, any other Loan Document or applicable Law, nothing in the foregoing license grant shall be construed as granting the Collateral Agent rights in and to such IP Collateral above and beyond (x) the rights to such IP Collateral that each Grantor has reserved for itself and (y) in the case of IP Collateral that is licensed to any such Grantor by a third party, the extent to which such Grantor has the right to grant a sublicense to such IP Collateral hereunder). The use of such license by the Collateral Agent may only be exercised, at the option of the Collateral Agent, during the continuation of an Event of Default; provided that any license, sublicense or other transaction entered into by the Collateral Agent in accordance herewith shall immediately terminate at such time as the Collateral Agent is no longer lawfully entitled to exercise its rights and remedies under this Agreement. Nothing in this Section 4.01 shall require a Grantor to grant any license that is prohibited by any rule of law, statute or regulation, or is prohibited by, or constitutes a breach or default under or results in the termination of any contract, license, agreement, instrument or other document evidencing, giving rise to or theretofore granted, with respect to such property or otherwise unreasonably prejudices the value thereof to the relevant Grantor. In the event the license set forth in this Section 4.01 is exercised with regard to any Trademarks, then the following shall apply: (i) all goodwill arising from any licensed or sublicensed use of any Trademark shall inure to the benefit of the Grantor; (ii) the licensed or sublicensed Trademarks shall only be used in association with goods or services of a quality and nature consistent with the quality and reputation with which such Trademarks were associated when used by Grantor prior to the exercise of the license rights set forth herein; and (iii) at the Grantor’s request and expense, licensees and sublicensees shall provide reasonable cooperation in any effort by the Grantor to maintain the registration or otherwise secure the ongoing validity and effectiveness of such licensed Trademarks, including, without limitation the actions and conduct described in Section 4.02 below.

  • GRANT OF LICENSE AND LIMITATIONS License to Use the Licensed Software. In accordance with the terms and conditions hereof, the Licensor agrees to grant to Bianfeng Networking a license to install and operate the Licensed Software on the Designated Computers and to grant to its customers the right to use such software system.

  • Xxxxx of License Georgia Institute of Technology shall grant the Student a limited, nonexclusive, nontransferable and revocable license to use and occupy an assigned space in a Georgia Institute of Technology facility in accordance with the terms and conditions of this Contract (the “License”). The parties to this Contract do not intend that an estate, a tenancy or any other interest in property should pass from Georgia Institute of Technology to Student. Instead, it is the intention of the parties that the relationship between Georgia Institute of Technology and Student be that of licensor and licensee and the sole right of Student to use the assigned space as a living unit shall be based upon the License granted in this Contract.

  • Termination of License 3.2.1 The Bank shall have, in the event of the Customer’s breach of or default under this Agreement and/ or the Bank being of the view that the Customer is not co-operating and/or complying with the terms and conditions of this Agreement, a right to terminate this Agreement and the license granted hereunder, after issuing to the Customer a prior written notice of not less than 3 (three) months by registered post or speed post (and also by (i) email where email id of the Customer is available; and (ii) SMS and/or WhatsApp where the mobile phone number of the Customer is available) (“Termination Notice”). 3.2.2 Upon receipt of the Termination Notice, the Licensor shall forthwith and before the end of the notice period stipulated under the Termination Notice surrender and vacate the Locker and handover the keys, password or any other identification mechanism and documents provided by the Bank for opening of the Locker, to the Bank.

  • Termination of Licenses Subject to Clause 33.3 (Licence granted by the Supplier: Supplier Background IPR), all licences granted pursuant to Clause 33 (Intellectual Property Rights) (other than those granted pursuant to Clause 33.6 (Third Party IPR) and 33.7 (Licence granted by the Customer)) shall survive the Call Off Expiry Date. The Supplier shall, if requested by the Customer in accordance with Call Off Schedule 9 (Exit Management), grant (or procure the grant) to the Replacement Supplier of a licence to use any Supplier Background IPR and/or Third Party IPR on terms equivalent to those set out in Clause 33.3 (Licence granted by the Supplier: Supplier Background IPR) subject to the Replacement Supplier entering into reasonable confidentiality undertakings with the Supplier. The licence granted pursuant to Clause 33.7 (Licence granted by the Customer ) and any sub-licence granted by the Supplier in accordance with Clause 33.7.1 (Licence granted by the Customer) shall terminate automatically on the Call Off Expiry Date and the Supplier shall: immediately cease all use of the Customer Background IPR and the Customer Data (as the case may be); at the discretion of the Customer, return or destroy documents and other tangible materials that contain any of the Customer Background IPR and the Customer Data, provided that if the Customer has not made an election within six months of the termination of the licence, the Supplier may destroy the documents and other tangible materials that contain any of the Customer Background IPR and the Customer Data (as the case may be); and ensure, so far as reasonably practicable, that any Customer Background IPR and Customer Data that are held in electronic, digital or other machine-readable form ceases to be readily accessible from any computer, word processor, voicemail system or any other device of the Supplier containing such Customer Background IPR and/or Customer Data. The Supplier shall, during and after the Call Off Contract Period, on written demand, indemnify the Customer against all Losses incurred by, awarded against, or agreed to be paid by the Customer (whether before or after the making of the demand pursuant to the indemnity hereunder) arising from an IPR Claim. If an IPR Claim is made, or the Supplier anticipates that an IPR Claim might be made, the Supplier may, at its own expense and sole option, either: procure for the Customer the right to continue using the relevant item which is subject to the IPR Claim; or replace or modify the relevant item with non-infringing substitutes provided that: the performance and functionality of the replaced or modified item is at least equivalent to the performance and functionality of the original item; the replaced or modified item does not have an adverse effect on any other Goods and/or Services; there is no additional cost to the Customer; and the terms and conditions of this Call Off Contract shall apply to the replaced or modified Goods and/or Services. If the Supplier elects to procure a licence in accordance with Clause 33.9.2(a) or to modify or replace an item pursuant to Clause 33.9.2(b), but this has not avoided or resolved the IPR Claim, then: the Customer may terminate this Call Off Contract by written notice with immediate effect; and without prejudice to the indemnity set out in Clause 33.9.1, the Supplier shall be liable for all reasonable and unavoidable costs of the substitute goods and/or services including the additional costs of procuring, implementing and maintaining the substitute items.

  • Transfer of License Notwithstanding the provisions of conditions 13.1 and 13.2, if Customer sells or transfers the Equipment in which the Software operates, Kodak shall offer to license the Software, and to provide services, to any bona fide end user (“Transferee”) pursuant to Kodak’s then current standard terms, conditions and fees, provided that the Transferee is not considered, in Kodak’s discretion, a competitor of Kodak or its parent, affiliates or subsidiaries. To the extent that the Software is licensed to a Transferee in accordance with this condition, Customer’s license to use the Software shall be deemed terminated. Kodak shall offer to provide de-installation services for the Customer and re-installation and certification for the Equipment and Software and services for the Transferee at Kodak’s then current applicable fees.

  • Transfer of Licenses Lessee shall use reasonable efforts (i) to transfer to Lessor or Lessor’s nominee all licenses, operating permits and other governmental authorizations and all contracts, including contracts with governmental or quasi-governmental entities, that may be necessary for the operation of the Hotel (collectively, “Licenses”), or (ii) if such transfer is prohibited by law or Lessor otherwise elects, to cooperate with Lessor or Lessor’s nominee in connection with the processing by Lessor or Lessor’s nominee of any applications for, all Licenses; provided, in either case, that the costs and expenses of any such transfer or the processing of any such application shall be paid by Lessor or Lessor’s nominee.

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