Ownership of Citadel Owned Developed Materials Sample Clauses

Ownership of Citadel Owned Developed Materials. Notwithstanding anything to the contrary contained in this Agreement, all Citadel Owned Developed Materials shall be owned exclusively by Citadel (including all patents, copyrights, trade secrets or other intellectual property related thereto). To the extent that exclusive title and/or ownership rights may not originally vest in Citadel as contemplated herein, comScore hereby irrevocably assigns all right title and interest, including all patents, copyrights, trade secrets or other intellectual property and ownership rights, in the Citadel Owned Developed Materials to Citadel. comScore agrees and will cause its approved subcontractors and agents to agree, that with respect to any Citadel Owned Developed Materials that may qualify as a Work Made for Hire as defined in 17 U.S.C. §101, such Citadel Owned Developed Materials are and will be deemed a Work Made for Hire and Citadel will have the sole right to the copyright (or, in the event that any such Citadel Owned Developed Materials do not qualify as a Work Made for Hire, the copyright and all other rights thereto will be assigned as above. comScore is hereby granted a non-exclusive license to Citadel Owned Developed Materials solely for purposes of and during the term of carrying out its duties hereunder during the Term. To the extent that Citadel Owned Developed Materials are created by the embedding or compiling of comScore Materials with newly created tangible or intangible work product or developments, Citadel’s ownership interest shall not extend to the comScore Materials (including pre-existing or independently developed comScore Materials) included therein (which shall be licensed to Citadel pursuant to Section 2.1.1) but shall include the compilation or combination of tangible or intangible work product or developments that is a part of the Citadel Owned Developed Materials. comScore acknowledges that Citadel does not intend comScore to be a joint author of the Citadel Owned Developed Materials within the meaning of the Copyright Act of 1976, as amended, and that in no event shall any Citadel Owned Developed Materials be deemed to have been developed with the intent that comScore be a joint author thereof. comScore hereby agrees to deliver to Citadel all Citadel Owned Developed Materials (including, as to any Citadel Owned Developed Materials that consists of software, all source code and documentation). comScore acknowledges and agrees that the Custom Collected Data are owned by Citadel and shall ...
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Related to Ownership of Citadel Owned Developed Materials

  • Ownership of Software Except as disclosed on Company Disclosure --------------------- ------------------ Schedule 5.14(d), all persons who have contributed to or participated in the ---------------- conception and development of the Software on behalf of the Company have been full-time employees of the Company hired to prepare such works within the scope of employment. As a consequence, the Company has all ownership interests in the Software.

  • Ownership of Technology As between the Parties, each Party shall own and retain all right, title, and interest in and to any and all Inventions and Information that are conceived, discovered, developed, or otherwise made solely by or on behalf of such Party (or its Affiliates or Sublicensees) under or in connection with this Agreement, whether or not patented or patentable, and any and all Patents and other intellectual property rights with respect thereto.

  • Ownership of Software and Related Materials All computer programs, written procedures and similar items developed or acquired and used by the Administrator in performing its obligations under this Agreement shall be the property of the Administrator, and no Series will acquire any ownership interest therein or property rights with respect thereto.

  • Ownership of Software and Related Material All computer programs, magnetic tapes, written procedures, and similar items purchased and/or developed and used by Price Associates in performance of this Agreement shall be the property of Price Associates and will not become the property of the Funds.

  • Ownership of Work Product The Employer shall own all Work Product arising during the course of the Executive’s employment (prior, present or future). For purposes hereof, “Work Product” shall mean all intellectual property rights, including all Trade Secrets, U.S. and international copyrights, patentable inventions, and other intellectual property rights in any programming, documentation, technology or other work product that relates to the Employer, its business or its customers and that the Executive conceives, develops, or delivers to the Employer at any time during his employment, during or outside normal working hours, in or away from the facilities of the Employer, and whether or not requested by the Employer. If the Work Product contains any materials, programming or intellectual property rights that the Executive conceived or developed prior to, and independent of, the Executive’s work for the Employer, the Executive agrees to point out the pre-existing items to the Employer and the Executive grants the Employer a worldwide, unrestricted, royalty-free right, including the right to sublicense such items. The Executive agrees to take such actions and execute such further acknowledgments and assignments as the Employer may reasonably request to give effect to this provision.

  • Ownership of Developments All copyrights, patents, trade secrets, or other intellectual property rights associated with any ideas, concepts, techniques, inventions, processes, or works of authorship developed or created by Executive during the course of performing work for the Company or its clients (collectively, the "Work Product") shall belong exclusively to the Company and shall, to the extent possible, be considered a work made by the Executive for hire for the Company within the meaning of Title 17 of the United States Code. To the extent the Work Product may not be considered work made by the Executive for hire for the Company, the Executive agrees to assign, and automatically assign at the time of creation of the Work Product, without any requirement of further consideration, any right, title, or interest the Executive may have in such Work Product. Upon the request of the Company, the Executive shall take such further actions, including execution and delivery of instruments of conveyance, as may be appropriate to give full and proper effect to such assignment.

  • Ownership of Materials Employee agrees that all inventions, improvements, discoveries, designs, technology, and works of authorship (including but not limited to computer software) made, created, conceived, or reduced to practice by Employee, whether alone or in cooperation with others, during employment, together with all patent, trademark, copyright, trade secret, and other intellectual property rights related to any of the foregoing throughout the world, are among other things works made for hire and belong exclusively to the Company, and Employee hereby assigns all such rights to the Company. Employee agrees to execute any documents, testify in any legal proceedings, and do all things necessary or desirable to secure Company’s rights to the foregoing, including without limitation executing inventors’ declarations and assignment forms. If there is a separate signed agreement between Employee and the Company including terms directly related to intellectual property rights, then the intellectual property terms of that agreement shall control.

  • OWNERSHIP OF COMPANY PROPERTY 6.1 All interests, properties, whether real or personal, rights of any type owned or held by the Company, whether owned or held by the Company at the date of its formation or thereafter acquired (collectively, “Company Property”), shall be deemed to be owned by the Company as an entity, and no member shall have any ownership interest in such Company Property or any portion thereof. Title to any or all Company Property may be held in the name of the Company or one or more nominees, as the Member or an officer of the Company may determine. All Company Property shall be recorded as the property of the Company on its books and records, irrespective of the name in which legal title to such Company Property is held.

  • Ownership of Works The Executive agrees to promptly disclose in writing to the Company all inventions, discoveries, developments, improvements and innovations (collectively referred to as “Inventions”) that the Executive has conceived or made during his employment with the Company; provided, however, that in this context, “Inventions” are limited to those which (i) relate in any manner to the existing or contemplated business or research activities of the Company and its affiliates; (ii) are suggested by or result from the Executive’s work at the Company; or (iii) result from the use of the time, materials or facilities of the Company and its affiliates. All Inventions will be the Company’s property rather than the Executive’s. Should the Company request it, the Executive agrees to sign any document that the Company may reasonably require to establish ownership in any Invention.

  • Ownership of Trademarks Each Party acknowledges the ownership right of the other Party in the Marks of the other Party and agrees that all use of the other Party's Marks will inure to the benefit, and be on behalf, of the other Party. Each Party acknowledges that its utilization of the other Party's Marks will not create in it, nor will it represent it has, any right, title, or interest in or to such Marks other than the licenses expressly granted herein. Each Party agrees not to do anything contesting or impairing the trademark rights of the other Party.

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