Ownership of Inventions and Intellectual Property Sample Clauses

Ownership of Inventions and Intellectual Property. The Employee agrees that all activities in which he/she is or will be engaged by the Company during the course of his or her employment with the Company are being conducted for the benefit of the Company. Any and all inventions, conceptions, discoveries, processes, compounds, applications, devices, formulae, and improvements or refinements of current or future Company products or services, whether or not patentable or copyrightable, that the Employee may solely or jointly conceive, discover, make or reduce to practice during the period of his or her employment with the Company or for a period of one year after termination of his or her employment with the Company (whether or not conceived, discovered, made or reduced to practice by the Employee at the Company’s facilities or during regular business hours or utilizing resources of the Company), and which relate in any way to or arise out of the Company’s actual and/or anticipated scientific, development or business activities or products, including planned or proposed activities or products (collectively hereinafter referred to as “Inventions”), and the benefits and/or rights resulting thereof, shall be or shall immediately become the sole and exclusive property of the Company. The Employee shall promptly and fully disclose to the Company each such Invention and shall communicate to the Company, without cost or delay, all available information and data with respect thereto to the Company. The Employee further agrees that all original works of authorship, including, but not limited to, any and all reports, protocols, publications, software, systems and writing or compilations of data of every kind and description prepared or devised by the Employee or under his discretion while employed by the Company, and which relate to or arise out of the actual and/or anticipated scientific, development or business activities or products of the Company (collectively hereinafter referred to as “Works”) shall be the sole and exclusive property of the Company. The Employee acknowledges that all such Works that may be protectable by copyright constitute “works made for hire” as that term is defined in the United States Copyright Act, 17 U.S.C. §101. To the extent that the Works are not “work made for hire,” as defined in the United States Copyright Act, 17 U.S.C. §101, and/or the Inventions and/or Works are not or do not become solely and exclusively the property of the Company, the Employee hereby irrevocably assigns any an...
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Ownership of Inventions and Intellectual Property. 7.1 The rights of the parties with respect to Intellectual Property utilized and/or developed during the course of this Agreement shall be determined in accordance with this clause. 7.2 Neither party shall acquire, directly or by implication, any rights in any copyrighted works, patents and inventions and/or Proprietary Information of the other party developed, authored, conceived or reduced to practice prior to the date of this Agreement, including but not limited to, inventions described and claimed in U.S. or foreign patent applications filed prior to the date of this Agreement. 7.3 Each party shall retain title to any data, information, copyrighted works or inventions developed, authored, conceived or reduced to practice independently and solely by that party during the performance of this Agreement without the other party’s Proprietary Information. In such event, no license, express or implied, shall inure to the benefit of the other party to prepare copies and derivative works of such copyrighted works and to make, use and sell products or processes incorporating such data, information, copyrighted works or inventions. 7.4 In the event of inventions or copyrighted works developed by one party during the performance of this Agreement, which invention or copyrighted work necessarily derives from and incorporates Proprietary Information disclosed by the other party, such invention and/or copyrighted works shall be and remain the property of the inventing party; provided, however, that the inventing party shall and does hereby grant to the other party hereto a nonexclusive, worldwide, royalty-free, irrevocable, assignable, sublicensable right and license to make copies and derivative works of such copyrighted works, and to make, have made, use, sell and have sold such invention, products or processes incorporating such data, information, copyrighted works or inventions. The inventing party shall not unreasonably withhold authorization for the other party to use the invention, discovery, new process, and/or copyrightable material in non-competing applications. 7.5 In the event of inventions or copyrighted works developed jointly by the parties during the performance of this Agreement, such inventions or copyrighted works shall be owned jointly by the parties with each party owning an undivided one-half interest in all such joint invention or copyrighted works. Any Intellectual Property Rights developed by Company based on DKL’s Intellectual Property Right...
Ownership of Inventions and Intellectual Property. 7.1 The rights of the parties with respect to Intellectual Property utilized and/or developed during the course of this Agreement shall be determined in accordance with this Article. 7.2 Except for the license granted in Paragraph 2.1, neither party shall acquire, directly or by implication, any rights in any copyrighted works, patents and inventions and/or Confidential Information of the other party acquired, developed, authored, conceived or reduced to practice prior to the date of this Agreement, including but not limited to, inventions described and claimed in U.S. or foreign patent applications filed prior to the date of this Agreement. 7.3 Except for the license granted in Xxxxxxxxx 0.0, XXX shall have and retain all Intellectual Property Rights in and to any data, information, copyrighted works or inventions acquired developed, authored, conceived or reduced to practice by DKL either individually or jointly with a third party during the term of this Agreement. 7.4 Subject to Paragraph 7.5, DrawDown shall have and retain all Intellectual Property Rights in and to any data, information, copyrighted works or inventions acquired developed, authored, conceived or reduced to practice by DrawDown either individually or jointly with a third party during the term of this Agreement. 7.5 Subject to a grant-back by DKL to DrawDown of an exclusive license under the terms of Paragraph 2.1, DrawDown agrees to assign to DKL all Intellectual Property Rights in refinements and improvements in sensors using dielectrophoresis for the detection of smokeless gunpowder from a standoff distance (DKL’s “Sensor Technology”) that are made by or on behalf of DrawDown, either individually or jointly with DKL or third parties, during the three (3) year period from the initiation date of Beta Testing. 7.6 Intellectual Property Rights in any inventions or copyrighted works developed jointly by the parties during the performance of this Agreement that are not to be owned by DKL under the terms of Section 7.5 above shall be and are hereby assigned to DrawDown. DKL agrees to cooperate with and provide such information as may be reasonably requested by DrawDown to assist in filing and prosecuting patent and copyright registrations respecting such inventions and copyrighted works. DrawDown hereby agrees to grant to DKL a fully paid-up, royalty free license under any such inventions or copyrighted works outside of the Field. DKL shall have the right to make copies and derivative works o...
Ownership of Inventions and Intellectual Property. Philips acknowledges and agrees that WhoVision shall become the owner of all Inventions and proprietary information and all Intellectual Property rights therein, developed, conceived, or made by the Philips Engineers in the WhoVision Field of Use, whether alone or in conjunction with WhoVision or Cadence personnel, in the performance of the services under Section 2.1 of this Agreement. Philips acknowledges that all copyrightable works shall be considered works made for hire under the U.S. Copyright Act. Philips hereby assigns and transfers to WhoVision, and shall cause each Philips Engineer to assign and transfer to WhoVision, all of their right, title and interest in and to all such works and Inventions, and agrees that it and they shall, at the request of WhoVision, cooperate with WhoVision in any patent or copyright applications which needs to be accounted for in the [xxxxxx] man years of Engineers as committed to by Philips, while WhoVision remains solely responsible for the adverse consequences on meeting the Milestone Schedule.
Ownership of Inventions and Intellectual Property. 9.1. Consultant agrees that all the improvements, inventions, formulas, processes, techniques, know-how, and data (the “Inventions”) that Consultant conceives or first actually uses or reduces to practice, either solely or jointly with others, whether or not outside the Company's facilities or during non-business hours, during the period of Consultant's contractual relationship with the Company, with regards to the Consulting Services, shall be the sole property of the Company and its assigns, and the Company and its assigns shall be the sole owner of all patents and rights in connection with such Inventions. The Consultant hereby assigns any rights the Consultant may have, or acquire, in such Inventions, to the Company.
Ownership of Inventions and Intellectual Property 

Related to Ownership of Inventions and Intellectual Property

  • Ownership of Intellectual Property Rights 1. 3. 1. Your only right to use the Software is by virtue of this License and you acknowledge that all intellectual property rights in or relating to the Software and all parts of the Software are and shall remain the exclusive property of Traction Software Limited or its licensors. 2. 3. 2. You further acknowledge that all intellectual property rights in or relating to any improvement, modification or adaptation of the Software arising directly or indirectly from you using the Software are and shall remain the exclusive property of Traction Software Limited. 3. 3. 3. You agree that you will not remove or alter any copyright notices or similar proprietary devices, including without limitation any electronic watermarks or other identifiers, that may be incorporated in the Software or any copy of the Software.

  • Ownership of Intellectual Property Any intellectual property which originates from or is developed by a Party shall remain the exclusive property of that Party. Except for a limited license to use patents or copyrights to the extent necessary for the Parties to use any facilities or equipment (including software) or to receive any service solely as provided under this Agreement, no license in patent, copyright, trademark or trade secret, or other proprietary or intellectual property right now or hereafter owned, controlled or licensable by a Party, is granted to the other Party or shall be implied or arise by estoppel. It is the responsibility of each Party to ensure at no additional cost to the other Party that it has obtained any necessary licenses in relation to intellectual property of third Parties used in its network that may be required to enable the other Party to use any facilities or equipment (including software), to receive any service, or to perform its respective obligations under this Agreement.

  • Ownership of Inventions Inventorship of inventions conceived or reduced to practice in the course of activities performed under or contemplated by this Agreement shall be determined by application of U.S. patent Laws pertaining to inventorship. If such inventions are jointly invented by one or more employees, consultants or contractors of each Party, such inventions shall be jointly owned by the Parties (each such invention, a “Joint Invention”), and if one or more claims included in an issued Patent or pending Patent application which is filed in a patent office in the Territory claim such Joint Invention, such issued Patent or such pending Patent application shall be jointly owned by the Parties (each such patent application or patent, a “Joint Patent”). If such an invention is solely invented by an employee, consultant or contractor of a Party, such invention shall be solely owned by such Party, and any Patent application filed claiming such solely owned invention shall also be solely owned by such Party. Each Party shall enter into binding agreements obligating all employees, agents, consultants, contractors, and subcontractors (as provided in Section 3.2.7) performing activities under or contemplated by this Agreement, including activities related to the Programs, to assign his or her interest in any invention conceived or reduced to practice in the course of such activities to the Party for which such employee, consultant or contractor is providing its services. Subject to the rights granted under this Agreement, each Party shall have the right to practice and exploit Joint Inventions and Joint Patents, without any obligation to account to the other for profits, or to obtain any approval of the other Party to license, assign, or otherwise exploit Joint Inventions and Joint Patents, by reason of joint ownership thereof, and each Party hereby waives any right it may have under the Laws of any jurisdiction to require any such approval or accounting; and to the extent there are any applicable Laws that prohibit such a waiver, each Party will be deemed to so consent. Each Party agrees to be named as a party, if necessary, to bring or maintain a lawsuit involving a Joint Invention or Joint Patent.

  • Patents and Intellectual Property Rights Recipients are subject to the Xxxx-Xxxx Act, 35 U.S.C. § 200 et seq, unless otherwise provided by law. Recipients are subject to the specific requirements governing the development, reporting, and disposition of rights to inventions and patents resulting from federal financial assistance awards located at 37 C.F.R. Part 401 and the standard patent rights clause located at 37 C.F.R. § 401.14.

  • Ownership and Intellectual Property Rights 1. This Agreement gives you limited rights to use the Software. Syncro retains any and all rights, title and interest in and to the Software and all copies thereof, including copyrights, patents, trade secret rights, trademarks and other intellectual property rights. All rights not specifically granted in this Agreement, including International Copyrights, are reserved by Syncro. The structure, organization and code of the Software are valuable trade secrets and confidential information of Syncro.

  • Intellectual Property, Inventions and Patents Executive acknowledges that all discoveries, concepts, ideas, inventions, innovations, improvements, developments, methods, designs, analyses, drawings, reports, patent applications, copyrightable work and mask work (whether or not including any confidential information) and all registrations or applications related thereto, all other proprietary information and all similar or related information (whether or not patentable) which relate to Parent’s or any of its Subsidiaries’ actual or anticipated business, research and development or existing or future products or services and which are conceived, developed or made by Executive (whether alone or jointly with others) while employed by the Company and its Subsidiaries, whether before or after the date of this Agreement (“Work Product”), belong to Parent, the Company or such Subsidiary. Executive shall promptly disclose such Work Product to the Board and, at the Company’s expense, perform all actions reasonably requested by the Board (whether during or after the Employment Period) to establish and confirm such ownership (including, without limitation, assignments, consents, powers of attorney and other instruments).

  • Intellectual Property The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or required for use in connection with their respective businesses as described in the SEC Reports and which the failure to so have could have a Material Adverse Effect (collectively, the “Intellectual Property Rights”). None of, and neither the Company nor any Subsidiary has received a notice (written or otherwise) that any of, the Intellectual Property Rights has expired, terminated or been abandoned, or is expected to expire or terminate or be abandoned, within two (2) years from the date of this Agreement. Neither the Company nor any Subsidiary has received, since the date of the latest audited financial statements included within the SEC Reports, a written notice of a claim or otherwise has any knowledge that the Intellectual Property Rights violate or infringe upon the rights of any Person, except as could not have or reasonably be expected to not have a Material Adverse Effect. To the knowledge of the Company, all such Intellectual Property Rights are enforceable and there is no existing infringement by another Person of any of the Intellectual Property Rights. The Company and its Subsidiaries have taken reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Confidentiality and Intellectual Property Rights (a) The parties acknowledge that the information which the disclosing party submits to the receiving party in connection with this Agreement includes disclosing party's confidential and proprietary information, both of a technical and commercial nature. Receiving party agrees not to disclose such information to third parties without disclosing party's prior written consent. (b) The intellectual property rights, copyrights and other rights connected therewith, in respect of drawings, specifications, documents, data and software made available by the Seller to the Buyer shall be owned solely by the Seller and shall remain its property. Buyer is not allowed to permit any third party to fabricate the Products or any parts thereof. (c) The Buyer is obliged to inform the Seller of any intellectual property rights that may exist with respect to the Equipment if Services are rendered for Equipment not supplied by the Seller. In case of third-party claims that may be asserted on the grounds of the existence of intellectual property rights on the Equipment or Products not delivered by the Seller, the Buyer shall indemnify and hold harmless the Seller against any such claims. (d) With regard to software the Seller grants to the Buyer a non-exclusive and non-transmissible right to use the intellectual property right, in machine-readable, object code form, on one system limited to the operation of the agreed Equipment. The software license shall be unlimited in time and free of charge, if not otherwise agreed. Neither the Buyer nor any third party shall modify, reproduce, translate, reverse engineer, transfer from object code to the source code or decompile the Seller´s software. The license does not entitle the Buyer to use the software for any equipment other than the agreed Equipment, to grant sub-licenses or to copy the software documents without the Seller ´s prior written consent. The Buyer is only entitled to make a single copy for backup purposes to be able to reload the system limited to the one agreed Equipment. If the Buyer exchanges the agreed Equipment, new software has to be purchased and installed. In case of termination of the Agreement the license terminates and all copies of the software and the documentation shall be returned to the Seller promptly after termination.

  • Intellectual Properties To the extent permissible under applicable law, all intellectual properties made or conceived by Employee during the term of this employment by Employer shall be the right and property solely of Employer, whether developed independently by Employee or jointly with others. The Employee will sign the Employer’s standard Employee Innovation, Proprietary Information and Confidentiality Agreement (“Confidentiality Agreement”).

  • Patents and Inventions The Contractor shall promptly and fully report to the Department any discovery or invention arising out of or developed in the course of performance of this Agreement. If the services under this Agreement are supported by a federal grant of funds, the Contractor shall promptly and fully report to the federal government for the federal government to make a determination as to whether patent protection on such invention shall be sought and how the rights in the invention or discovery, including rights under any patent issued thereon, shall be disposed of and administered in order to protect the public interest.

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