Property and Intellectual Property Sample Clauses

Property and Intellectual Property. All specifications, materials, equipment and parts furnished or paid for by the Company shall be and remain the exclusive property of the Company. Any document or material produced by the Seller in connection with this Agreement, together with the copyright, design rights or any other intellectual property rights in the document or material, shall be the exclusive property of the Company, and the Seller assigns with full title and guarantee to the Company all such copyright, design rights and other intellectual property for no further consideration, subject only to payment of the Price. The Seller, where required by the Company, shall execute such document or do such acts or things as may be required to perfect the assignment. This provision shall survive termination or completion of the Agreement.
Sample 1
AutoNDA by SimpleDocs
Property and Intellectual Property. 7.1 All equipment and resources provided by Divemaster Internships both prior to and throughout the duration of the Program (including teaching manuals) remain the property of Divemaster Internships and must be returned on completion of the Program unless otherwise specified by Divemaster Internships. 7.2 Individuals shall replace as new any property that is lost or damaged through careless or thoughtless conduct.
Sample 1
Property and Intellectual Property. 7.1 All equipment and resources provided by BMS both prior to and throughout the duration of the Program (including teaching manuals) remain the property of BMS and must be returned on completion of the Program unless otherwise specified by BMS. 7.2 Interns shall replace as new any property that is lost or damaged through their conduct.
Sample 1
Property and Intellectual Property. The Data is the property of the Health Service. The Material is the property of the Health Service, except to the extent that property rights in the Material cannot be held by the Health Service, in which case that Material is under the custodianship of the Health Service. The Health Service: owns all Intellectual Property in the Material (excluding any Modification) and the Data; and will, subject to any Special Condition in Item B5 of Schedule 1 to the contrary, own all Intellectual Property in any Modification, and the Recipient (and its officers and employees) automatically assign the entire future Intellectual Property in all Modifications to the Health Service upon their creation. The Health Service grants the Recipient a royalty free, non-exclusive, non-transferable and non sub-licenseable (without the Health Service's prior consent) right to use the Material and Data for the Purpose on the terms and conditions of this agreement. The Recipient acknowledges that the Material and Data is or may be the subject of a patent or patent application. Except as provided in this agreement, the Recipient agrees that it has no express or implied licence or other right to any patents, patent applications, trade secrets or other proprietary rights of the Health Service. In particular, no express or implied licence or other right is provided to use the Material or Data for commercial purposes.
Sample 1
Property and Intellectual Property. 9.1 Any property or Intellectual Property Rights in any material owned by the Consultant shall belong to the Consultant and the Client shall not cause or permit anything to endanger those rights or title, or permit, assist or encourage others to do so. 9.2 Any property or Intellectual Property Rights in any material owned by the Client shall belong to the Client and the Consultant shall not cause or permit anything to endanger those rights or title, or permit, assist or encourage others to do so. 9.3 Clauses 9.1 and 9.2 are subject to the right of the Parties to use any such material so far as is reasonably required to carry out the terms of this Agreement. 9.4 The Client warrants that any material, whether comprising documents, data, records or any other materials, that it provides to the Consultant, the Individual or any Substitute under the terms of this Agreement does not infringe the Intellectual Property Rights of any third party. The Client agrees to indemnify the Consultant against any loss, damage, cost, expense or claim of any kind that may arise as a result of an infringement.
Sample 1
Property and Intellectual Property. BYTOC owns, and has good and valid title to, all assets purported to be owned by it, including: (i) all assets reflected on the balance sheet except assets used, consumed or written off as obsolete since the date of its last balance sheet in the ordinary course of business consistent with past practice; (ii) all Intellectual Property (as defined in this section); and (iii) all other assets reflected in the books and records of BYTOC as being owned by BYTOC (together, the “BYTOC Assets”). The BYTOC Assets are owned by BYTOP free and clear of any liens or other Encumbrances (as defined below), except for any lien for current taxes not yet due and payable and minor liens that have arisen in the ordinary course of business and that do not materially detract from the value of the assets subject thereto or materially impair the operations of BYTOP. “Intellectual Property” shall mean sales methodologies and processes, training protocols and similar methods and processes, algorithms, APIs, apparatus, circuit designs and assemblies, gate arrays, net lists, test vectors, databases, data collections, diagrams, formulae, inventions (whether or not patentable), know-how, logos, marks (including brand names, product names, logos, and slogans), methods, network configurations and architectures, processes, proprietary information, protocols, schematics, specifications, software, software code (in any form, including source code and executable or object code), subroutines, techniques, user interfaces, URLs, web sites, works of authorship and other forms of technology (whether or not embodied in any tangible form and including all tangible embodiments of the foregoing, such as instruction manuals, laboratory notebooks, prototypes, samples, studies and summaries). “Encumbrances” shall mean any liens, pledges, hypothecations, charges, adverse claims, options, preferential arrangements or restrictions of any kind, including, without limitation, any restriction of the use, voting, transfer, receipt of income or other exercise of any attributes of ownership.
Sample 1
Property and Intellectual Property. 15.1. All machinery, tools, drawings, specifications, raw materials and any other property or materials furnished to Supplier by or for OLEDWorks for use in the performance of the Agreement (the "Items"), shall be and remain the sole exclusive property of OLEDWorks. All machinery, tools, drawings, specifications, raw materials and any other property or materials whose ownership the Supplier is obliged to transfer to OLEDWorks shall at the time of payment and after manufacture become the sole exclusive property of OLEDWorks. If OLEDWorks’ property is processed to form a new item, any processing shall take place on behalf of OLEDWorks, and if Supplier acquires (co- )ownership by combining or mixing the goods, it hereby assigns that portion to OLEDWorks. The transfer of possession shall be replaced by Supplier safekeeping the items for OLEDWorks free of charge. OLEDWorks’ property shall not be furnished to any third party with- out OLEDWorks’ prior written consent, and all information with respect thereto shall be confidential and proprietary information of OLEDWorks. In addition, any and all of the foregoing items shall be used solely for the purpose of fulfilling orders from OLEDWorks, shall be marked as owned by OLEDWorks, shall be securely held at Supplier’s risk and expense, shall be kept in good condition and, if necessary, shall be replaced by Supplier at Supplier’s expense, shall be subject to periodic inventory check by Supplier as reasonably requested from time to time by OLEDWorks, and shall be returned promptly upon OLEDWorks’ first request. Items in replacement for OLEDWorks’ property shall become the sole exclusive property of OLEDWorks. Transfer of possession shall be replaced by Supplier safekeeping the items for OLEDWorks free of charge. If the Supplier places an order with a subcontractor – if approved by OLEDWorks – for the manufacture of tools, machinery or models for the execution of this Agreement, and OLEDWorks pays for the tools, machinery or models, then the Supplier shall assign to OLEDWorks his claim against the subcontractor for transfer of owner- ship in such tools, machinery or models. Except as otherwise expressly agreed in writing, Supplier agrees to furnish at its own expense all machinery, tools, and raw materials necessary to perform its obligations under the Agreement. 15.2. Supplier represents and warrants to OLEDWorks (i) that the Goods and Services do not and shall not, alone or in any combination, infringe or violate an...
Sample 1
AutoNDA by SimpleDocs

Related to Property and Intellectual Property

  • 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.

  • COPY RIGHT AND INTELLECTUAL PROPERTY 8.1. All information (inclusive of data, text, image) displayed in xxxx.xxxxxxxx.xxx.xx shall not be used or published in other channels without the express written permission of PAH. PAH has the right to use any available legal remedies which may include the demand for factual or statutory damages, solicitor's fees and injunctive relief for any violation of PAH's intellectual property rights.

  • Intellectual Property, etc Each of Holdings and each of its Subsidiaries owns or has the right to use all domestic and foreign patents, trademarks, permits, domain names, service marks, trade names, copyrights, licenses, franchises, inventions, trade secrets, proprietary information and know-how of any type, whether or not written (including, but not limited to, rights in computer programs and databases) and formulas, or other rights with respect to the foregoing, and has obtained assignments of all leases, licenses and other rights of whatever nature, in each case necessary for the conduct of its business, without any known conflict with the rights of others which, or the failure to obtain which, as the case may be, individually or in the aggregate, has had, or could reasonably be expected to have, a Material Adverse Effect.

  • Intellectual Property Assets Priveco and its subsidiaries own or hold an interest in all intellectual property assets necessary for the operation of the business of Priveco and its subsidiaries as it is currently conducted (collectively, the “Intellectual Property Assets”), including: (i) all functional business names, trading names, registered and unregistered trademarks, service marks, and applications (collectively, the “Marks”); (ii) all patents, patent applications, and inventions, methods, processes and discoveries that may be patentable (collectively, the “Patents”); (iii) all copyrights in both published works and unpublished works (collectively, the “Copyrights”); and (iv) all know-how, trade secrets, confidential information, customer lists, software, technical information, data, process technology, plans, drawings, and blue prints owned, used, or licensed by Priveco and its subsidiaries as licensee or licensor (collectively, the “Trade Secrets”).

  • Intellectual Property Matters A. Definitions

  • 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”).

  • COPYRIGHT AND INTELLECTUAL PROPERTY 11 ARTICLE 6 - JOB SECURITY 12

  • Intellectual Property Agreements Borrower shall not permit the inclusion in any material contract to which it becomes a party of any provisions that could or might in any way prevent the creation of a security interest in Borrower's rights and interests in any property included within the definition of the Intellectual Property Collateral acquired under such contracts.

  • Intellectual Property; Software Other than as set forth on Schedule 5.12: (a) There are no Copyrights, Patent Rights and Trademarks (including any assumed or fictitious names used by the Company within the previous two (2) years) owned by or licensed to the Company. (b) There is no Software owned by or licensed to the Company except for mass market Software licensed to the Company that is commercially available and subject to “shrink-wrap” or “click-through” license agreements. (c) The Company is not a party to Contracts which relate to: (i) any Copyrights, Patent Rights or Trademarks; (ii) any Trade Secrets owned by or licensed to the Company; and (iii) any Software, other than market Software licensed to the Company that is commercially available and subject to “shrink-wrap” or “click-through” license agreements. (d) The Company owns the entire right, title and interest in and to, or has the valid and enforceable right to use, the Intellectual Property and Software used in the Business as currently conducted, and to the Knowledge of Seller there is no other Intellectual Property necessary for the Company to conduct the Business as currently conducted. (i) No infringement, misappropriation or violation of any Intellectual Property, or any rights of publicity or privacy relating to the use of names, likenesses, voices, signatures or biographical information, of any other Person has occurred or results in any way from the operation of the Business or the use, sale or distribution of any Intellectual Property owned by or licensed exclusively to the Company; (ii) no claim of any infringement, misappropriation, violation or dilution of any Intellectual Property or any such rights of any other Person has been made or asserted in respect of the operation of the Business; (iii) no claim of invalidity of any Intellectual Property owned by the Company has been made by any other Person; (iv) no Proceedings are pending or, to the Knowledge of Seller, threatened that challenge the validity, ownership or use of any Intellectual Property owned by the Company; (v) the Company has not had notice of, and, to the Knowledge of Seller, there is no basis for, a claim against the Company that the operations, activities, products, Software, equipment or processes of the Business infringe, misappropriate, violate or dilute any Intellectual Property or any such rights of any other Person; and (vi) to the Knowledge of Seller, no Person infringes, misappropriates or violates any Intellectual Property owned or exclusively licensed by or to Seller, in each case except as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Ownership and Intellectual Property (a) The GLO shall own, and Developer hereby irrevocably assigns to the GLO, all ownership rights, titles, and interests in and to all Intellectual Property acquired or developed by Developer pursuant to this Contract (including, without limitation, all Intellectual Property in and to reports, drafts of reports, data, drawings, computer programs and codes, and/or any other information or materials acquired or developed by Developer under this Contract). The GLO shall have the right to obtain and hold in its name any and all patents, copyrights, trademarks, service marks, registrations, or such other protections, including extensions and renewals thereof, as may be appropriate to the subject matter. (b) Developer must give the GLO, the State of Texas, and any person designated by the GLO or the State of Texas all assistance and execute such documents as required to perfect the rights granted to the GLO herein, without any charge or expense beyond the stated amount payable to Developer for the services authorized under this Contract.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!