Ownership of Proprietary Materials. Except as specifically stated in this Contract, neither party transfers to the other party any patent, trade secret, trademark, copyright or other intellectual property right owned by such party (“Intellectual Property Right”). Supplier grants to Buyer a non-exclusive right and license of Supplier’s Intellectual Property Rights to: (a) use, sell, and modify Products and incorporate Products into other products for use or sale; and (b) in the case where Supplier is unable to perform or breaches this Contract, to make Products or have Products made by an alternate source. All works of original authorship, ideas, inventions (whether patentable, patented or not), know-how, processes, compilations of information, and other intellectual property created by Supplier for which the development was directly or indirectly (by amortization) paid for by Xxxxx (collectively, “Proprietary Materials”), and all Intellectual Property Rights in such Proprietary Materials, are exclusively owned by Buyer. Supplier agrees that all such Proprietary Materials created by Supplier for which the development was paid for by Buyer are “works made for hire” as that term is used in connection with the U.S. Copyright Act. Supplier will ensure that all employees and subcontractors to Supplier will have written contracts with Supplier consistent with these terms.
Ownership of Proprietary Materials. Except as specifically stated in this Contract, neither party transfers to the other party any patent, trade secret, trademark, copyright or other intellectual property right owned by such party (“Intellectual Property Right”). Supplier grants to Buyer a non-exclusive right and license of Supplier’s Intellectual Property Rights to: (a) use, sell, and modify Products and incorporate Products into other products for use or sale; and (b) in the case where Supplier is unable to perform or has breached this Contract, to make Products or have Products made by an alternate source for the remaining duration of this Contract or as otherwise mutually agreed to in writing. All works of original authorship, ideas, inventions (whether patentable, patented or not), know-how, processes, compilations of information, and other intellectual property created by Supplier for which the development was paid for by Buyer (collectively, “Proprietary Materials”), and all Intellectual Property Rights in such Proprietary Materials, are owned by Buyer. Supplier agrees that all such Proprietary Materials created by Supplier for which the development was paid for by Buyer are “works made for hire” as that term may be used in connection with any applicable copyright legislat ion (including the Copyright Act of the United States (US Code Title 17)). Supplier agrees to promptly disclose the existence, use and manner of operation of any Proprietary Materials to Buyer. To the extent such “work for hire” doctrine may be legally inapplicable for any reason, Supplier hereby assigns to Buyer all right, title and interest in the Proprietary Materials, including all Intellectual Property Rights therein, and agrees to execute at Xxxxx’s request a subsequent document as further evidence of this assignment. Supplier also agrees to assist Xxxxx, at Xxxxx’s expense, as reasonably requested in any efforts Buyer may make to obtain any Intellectual Property Rights protection with respect to any Proprietary Materials. Supplier shall ensure that all employees and subcontractors to Supplier shall have written contracts with Supplier consistent with these terms.
Ownership of Proprietary Materials. Seller will have and retain all intellectual property rights in all Products, tooling and associated materials, furnished by Seller in connection with or pursuant to this Contract, including, without limitation, patents, utility models, design rights (and any pending applications), trademarks, copyrights, technical, business, economic or know-how information, trade secrets, confidential proprietary information, inventions, data, formulae, material compositions, drawings, specifications, prototypes, manufacturing processes, product pricing and any right related
Ownership of Proprietary Materials. Except as specifically stated in this Contract, neither party transfers to the other party any patent, trade secret, trademark, copyright or other intellectual property right owned by such party (“Intellectual Property Right”). Supplier grants to Buyer a non-exclusive right and license of Supplier’s Intellectual Property Rights to: (a) use, sell, and modify Products and incorporate Products into other products for use or sale; and (b) in the case where Supplier is unable to perform or has breached this Contract, to make Products or have Products made by an alternate source for the rem aining duration of this Contract or as otherwise mutually agreed to in writing. All works of original authorship, ideas, inventions (whether patentable, patented or not), know-how, processes, compilations of information, and other intellectual property created by Supplier for which the development was paid for by Buyer (collectively, “Proprietary Materials”), and all Intellectual Property Rights in such Proprietary Materials, are owned by Buyer. Supplier agrees that all such Proprietary Materials created by Supplier for which the development was paid for by Buyer are “works made for hire” as that term is used in connection with the Federal Copyright Act. Supplier shall ensure that all employees and subcontractors to Supplier shall have written contracts w ith Supplier consistent with these terms.
Ownership of Proprietary Materials. All works of original authorship, ideas, inventions (whether patentable, patented or not), know-how, processes, compilations of information, trademarks and other intellectual property created by Seller in connection with, or pursuant to, the Contract (collectively, “Proprietary Materials”), and all intellectual property rights in such Proprietary Materials, are owned by Buyer and not by Seller. Seller agrees that all such Proprietary Materials created by Seller are “works made for hire” as that term is used in connection with the U.S. Copyright Act. To the extent that, by operation of law, Seller owns any intellectual property rights in the Proprietary Materials, Seller hereby irrevocably assigns to Buyer all rights, title and interest, including copyrights and patent rights, in such Proprietary Materials. Seller shall ensure that all employees and authorized subcontractors to Seller shall have contracts with Seller in writing consistent with the terms of this Section.
Ownership of Proprietary Materials. Both parties acknowledge and agree that CoF and CUOFCO have invested substantial time, money and other resources in the development of their respective trademarks, servicemarks, copyrights, logos and materials (“proprietary materials”). Each party acknowledges a party’s ownership of its respective proprietary materials and shall do nothing to invalidate them. Nothing contained in this Agreement shall give a party any right, title or interest in the proprietary materials of the other party. Upon termination of this Agreement, both parties shall immediately return all proprietary materials to their respective owners.
Ownership of Proprietary Materials. Seller shall have and retain all intellectual property rights in all Products, tooling and associated materials, furnished by Seller in connection with or pursuant to this Contract , including, without limitation, patents, utility models, design rights (and any pending applications), trademarks, copyrights, technical, business, economic or know-how information, trade secrets, confidential proprietary information, inventions, data, formulae, material compositions, drawings, specifications, and any right related thereto (whether or not patentable) that is not generally available to the public (“Proprietary Materials”). No Proprietary Materials created by Seller in connection with or pursuant to this Contract shall be considered “works made for hire” as that term is used in connection with the U.S. Copyright Act. To the extent that Purchaser owns any rights in such Proprietary Materials, Purchaser hereby irrevocably assigns to Seller all rights, title and interest, including all intellectual property rights, in and to such Proprietary Materials.
Ownership of Proprietary Materials. Except as specifically stated in this Contract, neither party transfers to the other party any patent, trade secret, trademark, copyright or other intellectual property right owned by such party (“Intellectual Property Right”). Supp lier grants to Buyer a non-exclusive right and license of Supplier’s Intellectual Property Rights to: (a) use, sell, and modify Products and incorporate Products into o ther products for use or sale; and
Ownership of Proprietary Materials a. OSI's PROPRIETARY MATERIALS NEWSOFT acknowledges that OSI is and will remain the owner of all right, title and interest in and to its proprietary materials, whether previously existing or hereinafter conceived, created, developed, made or acquired by OSI. NEWSOFT shall obtain no right or title in and to OSI's proprietary materials.
b. NEWSOFT'S PROPRIETARY MATERIALS OSI acknowledges that NEWSOFT is and will remain the owner of all right, title and interest in and to its proprietary materials, whether previously existing or hereinafter conceived, created, developed, made or acquired by NewSoft. OSI shall obtain no right or title in and to NewSoft's proprietary materials.
Ownership of Proprietary Materials. (a) The City Background Intellectual Property is and shall remain the sole property of The City and shall form part of The City Proprietary Materials and the Manager Background Intellectual Property is and shall remain the sole property of the Manager and shall form part of the Manager Proprietary Materials.
(b) Any Intellectual Property developed or acquired by the Manager (in its capacity as Manager pursuant to this Agreement) exclusively for use in association with the operation of the Event Centre shall be owned by The City (the “Event Centre IP”), and the Manager shall take such steps as The City may reasonably direct to transfer rights in such Event Centre IP to The City, all at the expense of The City. Notwithstanding the foregoing, The City shall not own or have any other rights whatsoever in or to the Event Centre name, any Proprietary Materials developed or acquired by the Manager that could be used for a purpose other than, or in addition to, the operation of the Event Centre, any Manager Background Intellectual Property and any and all improvements and modifications thereto, or any Proprietary Materials that specifically relate to the Calgary Flames, the Calgary Wranglers the Calgary Hitmen, the Calgary Roughnecks, the National Hockey League, the American Hockey League, the Western Hockey League or the National Lacrosse League.
(c) The City shall grant the Manager a royalty-free, non-exclusive and fully paid-up licence to use: (i) the Event Centre IP; and (ii) any other City Proprietary Materials the Manager deems necessary, acting reasonably, in order to permit the Manager to perform the services pursuant to the terms of this Agreement (the “Event Centre IP Licence”). The Event Centre IP Licence shall remain in force for the Term of this Agreement. In the event that any licensed Event Centre IP consists of trademarks, the Parties shall agree, both acting reasonably, on the character and quality of the goods and services to be provided by the Manager in association with such trademarks.
(d) The Manager shall grant The City a royalty-free non-exclusive and fully paid-up licence to those Manager Proprietary Materials which the Parties agree are necessary, each acting reasonably, for The City to use as owner of the Event Centre or in order to permit The City to fulfil its obligations to the Manager under the terms of this Agreement (such materials hereinafter referred to as the “Manager IP” and the licence to use such materials the “Manager IP Lic...
