Ownership of Materials Confidentiality Sample Clauses

Ownership of Materials Confidentiality. A. DOCUMENTS DATA; LICENSING OF INTELLECTUAL PROPERTY All plans, specifications, studies, drawings, estimates, materials, data and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, prepared by or on behalf of Consultant under this Agreement ("Documents and Data"), shall become the property of County upon the completion of the term of this Agreement, except that Consultant shall have the right to retain copies of all such Documents and Data for its records. Should Consultant, either during or following termination of this Agreement, desire to use any Documents and Data, it shall first obtain the written approval of County. This Agreement creates a non-exclusive and perpetual license for County to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in the Documents and Data which are prepared or caused to be prepared by Consultant under this Agreement ("Intellectual Property"). Consultant shall require all subcontractors to agree in writing that County is granted a non-exclusive and perpetual license for any Intellectual Property the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Intellectual Property prepared or caused to be prepared by Consultant under this Agreement. County shall not be limited in any way in its use of the Intellectual Property at any time, provided that any such use not within the purposes intended by this Agreement shall be at County's sole risk. Further, County shall indemnify and hold Consultant harmless from any claim, damage, suit, cost, or action arising out of or related to the reuse of Consultant’sdocuments or data on any other projects, extensions or additions to this Project or for any other purpose than for which the documents or data were or originally intended.
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Ownership of Materials Confidentiality. All estimates, projections, studies, reports, charts, recommendations, surveys, plans, drawings, agreements and other data, information, documents and work in any way relating to Crest Net's Properties prepared and done by RI pursuant hereto or otherwise in the possession of RI shall be and remain the property of Crest Net. Throughout the term of this Agreement, RI shall promptly furnish Crest Net with accurate, current and complete copies of all such data and materials with respect to the Properties. Immediately following any termination of this Agreement, RI shall turn over to Crest Net originals, and where no originals are available, copies of all such data and materials in RI's possession, and Crest Net shall have the right to use the same without further compensation to RI. RI agrees, for itself and all persons retained or employed by RI in performing its services hereunder, to hold in strict confidence and not to use or disclose to others any confidential or proprietary information of Crest Net heretofore or hereafter disclosed to RI or to any such persons (all information obtained or provided relating to Crest Net or the Properties's financial condition or otherwise designated as such by Crest Net conclusively being deemed confidential, including, but not limited to, any data, information, plans, programs, processes, test results, costs, operations or identities of tenants which may come within the knowledge of RI in the performance of, or as a result of, its services), except where: (a) Crest Net specifically authorizes the disclosure of any information to others or such disclosure reasonably results from the performance of RI's duties hereunder; or (b) such written data or information previously and lawfully shall have been made publicly available by parties other than RI.
Ownership of Materials Confidentiality. All estimates, projections, studies, reports, charts, recommendations, surveys, plans, drawings, agreements and other data, information, documents and work in any way relating to the Properties prepared and done by Manager pursuant hereto or otherwise in the possession of Manager shall be and remain the property of Owner. Throughout the term of this Agreement, Manager shall promptly furnish Owner with accurate, current and complete copies of all such data and materials with respect to the Properties. Immediately following any termination of this Agreement, Manager shall turn over to Owner originals, and where no originals are available, copies of all such data and materials in Manager's possession, and Owner shall have the right to use the same without further compensation to Manager. Manager agrees, for itself and all Persons retained or employed by Manager in performing its services hereunder, to hold in strict confidence and not to use or disclose to others any confidential or proprietary information of Owner heretofore or hereafter disclosed to Manager or to any such Persons (all information obtained or provided relating to Owner or the Properties's financial condition or otherwise designated as such by Owner conclusively being deemed confidential, including, but not limited to, any data, information, plans, programs, processes, test results, costs, operations or identities of tenants which may come within the knowledge of Manager or any such Persons in the performance of, or as a result of, its services), except where: (a) Owner specifically authorizes the disclosure of any information to others or such disclosure reasonably results from the performance of Manager's duties hereunder; or (b) such written data or information previously and lawfully shall have been made publicly available by parties other than Manager.
Ownership of Materials Confidentiality 

Related to Ownership of Materials Confidentiality

  • Ownership of Confidential Information All Confidential Information shall be and shall remain the property of the party which supplied it to the other party.

  • Ownership of Materials All reports, documents or other materials developed or received by Consultant or any other person engaged directly by Consultant to perform the services required hereunder shall be and remain the property of City without restriction or limitation upon their use.

  • Ownership of Proprietary Information Unless otherwise provided by law any reports, histories, studies, tests, manuals, instructions, photographs, negatives, blue prints, plans, maps, data, system designs, computer code (which is intended to be consideration under this Contract), or any other documents or drawings, prepared or in the course of preparation by either party in performance of its obligations under this Contract shall be the joint property of both parties.

  • Proprietary Information and Confidentiality Both before and during the term of Executive’s employment, Executive will have access to and become acquainted with Company confidential and proprietary information (together “Proprietary Information”), including but not limited to information or plans concerning the Company’s products and technologies; customer relationships; personnel; sales, marketing and financial operations and methods; trade secrets; formulae and secret developments and inventions; processes; and other compilations of information, records, and specifications. Executive will not disclose any of the Proprietary Information directly or indirectly, or use it in any way, either during his/her employment pursuant to this Agreement or at any time thereafter, except as reasonably required or specifically requested in the course of his/her employment with the Company or as authorized in writing by the Company. Notwithstanding the foregoing, Proprietary Information does not include information that is otherwise publicly known or available, provided it has not become public as a result of a breach of this Agreement or any other agreement Executive has to keep information confidential. It is not a breach of this Agreement for Executive to disclose Proprietary Information (i) pursuant to an order of a court or other governmental or legal body or (ii) in connection with Protected Activity (as defined below). Executive understands that nothing in this Agreement shall in any way limit or prohibit Executive from engaging in any Protected Activity. For purposes of this Agreement, “Protected Activity” means filing a charge or complaint with, or otherwise communicating or cooperating with or participating in any investigation or proceeding that may be conducted by any federal, state or local government agency or commission, including the Securities and Exchange Commission, the Equal Employment Opportunity Commission, the Occupational Safety and Health Administration, and the National Labor Relations Board (“Government Agencies”). Executive understands that in connection with such Protected Activity, Executive is permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, the Company. Notwithstanding, in making any such disclosures or communications, Executive agrees to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute Proprietary Information to any parties other than the Government Agencies. Executive further understands that “Protected Activity” does not include the disclosure of any Company attorney-client privileged communications. In addition, Executive hereby acknowledges that the Company has provided Executive with notice in compliance with the Defend Trade Secrets Act of 2016 regarding immunity from liability for limited disclosures of trade secrets. The full text of the notice is attached in Exhibit B.

  • Non-Disclosure of Confidential Information (a) Executive acknowledges that the Company possesses certain confidential and propriety information that has been or may be revealed to him or learned by Executive during the course of Executive’s employment with the Company and that it would be unfair to use that information or knowledge to compete with or to otherwise disadvantage the Company. Executive shall not, during the Term of Employment or at any time following the Term of Employment, directly or indirectly, disclose or permit to be known (other than as is required in the regular course of his duties (including without limitation disclosures to the Company’s advisors and consultants), as required by law (in which case Executive shall give the Company prior written notice of such required disclosure) or with the prior written consent of the Board of Directors, to any person, firm, corporation, or other entity, any confidential information acquired by him during the course of, or as an incident to, his employment or the rendering of his advisory or consulting services hereunder, relating to the Company or any of its subsidiaries or affiliates, the directors of the Company or its subsidiaries or affiliates, any supplier or customer of the Company or any of their subsidiaries or affiliates, or any corporation, partnership or other entity owned or controlled, directly or indirectly, by any of the foregoing, or in which any of the foregoing has a beneficial interest, including, but not limited to, the business affairs of each of the foregoing. Such confidential information shall include, but shall not be limited to, proprietary technology, trade secrets, patented processes, research and development data, know-how, market studies and forecasts, financial data, competitive analyses, pricing policies, employee lists, personnel policies, the substance of agreements with customers, suppliers and others, marketing or dealership arrangements, servicing and training programs and arrangements, supplier lists, customer lists and any other documents embodying such confidential information. This confidentiality obligation shall not apply to any confidential information, which is or becomes publicly available other than pursuant to a breach of this paragraph 12(a) by Executive.

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