Common use of Ownership of Proprietary Materials Clause in Contracts

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. Except as specifically stated As used in this ContractAgreement, neither party transfers Proprietary Materials means all products, devices, computer programs, techniques, algorithms, procedures, discoveries or inventions, whether patentable or copyrightable and whether reduced to the practice, and all materials, texts, drawings, specifications, source code, data, and other party recorded information, in preliminary or final form and on any patentmedia whatsoever, 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: that (a) useis within the scope of NBR’s business, sellresearch, and modify Products and incorporate Products into other products for use or sale; investigations or results from or is suggested by Contractor’s performance of the Services, and (b) is created, conceived, reduced to practice, developed, discovered, invented or made by Contractor 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 course of this Contract Agreement, whether solely or as otherwise mutually agreed to in writingjointly with others. All works NBR will be the exclusive owner 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, “all Proprietary Materials”). To the extent permitted under applicable laws, the Proprietary Materials will constitute “works made for hire,” and all Intellectual Property Rights in such Proprietary Materials, are owned by Buyer. Supplier agrees that all the ownership of such Proprietary Materials created by Supplier for which will vest in NBR at the development was paid for by Buyer time they are created. To the extent the Proprietary Materials are not “works made for hire” as that term may be used in connection with any applicable under copyright legislat ion (including the Copyright Act of the United States (US Code Title 17)). Supplier agrees to promptly disclose the existencelaws, 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 Contractor hereby assigns and transfers to Buyer NBR all right, title title, and interest that Contractor may now or hereafter have in the Proprietary Materials, subject to the limitations set forth in this paragraph. Contractor will promptly disclose to NBR all Proprietary Materials. Contractor will take such action (including, but not limited to, the execution, delivery, and assistance in preparation of documents or giving of testimony) as may be requested by NBR to evidence, transfer, vest, or confirm NBR’s 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 . Except 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.required for

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 developm ent 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.