PROPERTY RIGHTS OF THE PARTIES Sample Clauses

PROPERTY RIGHTS OF THE PARTIES. TRADE SECRETS / CONFIDENTIAL INFORMATION Confidential Information 5.01 As used in this Agreement “Confidential Information” includes, without limitation, [design information, manufacturing information, business, financial, and technical information, sales and processing information, product information, customers, customer lists, vendors, vendor lists, pricing information, corporation and personal business contact and relationships, corporation and personal business opportunities, software, computer disks or files, or any other electronic information of any kind, Rolodex cards or other lists of names, addresses or telephone numbers, financial information, projects, potential projects, current projects, projects in development and future projects, forecasts, plans, contracts, releases, and other documents, materials or writings that belong to Company, including those which are prepared or created by Employee or come into the possession of Employee by any means or manner and which relate directly or indirectly to Company, and each of its owners, predecessors, successors, subsidiaries, affiliates, and all of its shareholders, directors and officers (all of the above collectively referred to as “Confidential Information”). Confidential Information includes information developed by Employee in the course of Employee’s services for Company for the benefit of Company, as well as other Confidential Information to which Employee may have access in connection with Employee’s services. Confidential Information also includes the confidential information of other individuals or entities with which Company has a business relationship.

PROPERTY RIGHTS OF THE PARTIES. Confidentiality Section 4.01. Executive recognizes that Employer has and will have information regarding the following: products, samples, prices, costs, discounts, future plans, business affairs, trade secrets, technical matters, customers’ lists, customer account numbers, customer access codes, customer billing information, and other vital information (collectively “Information”) which is valuable, special and unique properties of Employer or customer. Executive agrees that Executive will not at any time (even after Executive ceases to be employed by Employer) or in any matter, either directly or indirectly, divulge, disclose, or communicate in any manner any Information to any third party without prior written consent of the Employer. Executive will protect the Information and treat it as strictly confidential even if Executive is no longer employed by Employer. A violation by Executive of this paragraph shall be a material violation of this Agreement and will justify legal and/or equitable relief. Any attorney’s fees incurred by Employer due to Executive’s violation of this section shall be at the expense of the Executive.

PROPERTY RIGHTS OF THE PARTIES. 4.01 Employee agrees: (i) to disclose promptly in writing and assign to Employer all inventions, improvements, developments, and discoveries, whether or not patentable or copyrightable, which he may make or conceive either solely or jointly with others during the period of his employment with Employer, (including but not limited to any period prior to the date of this Agreement), whether or not made or conceived during his working hours, that will relate directly or indirectly to any aspect of Employer's business, including but not limited to any system, machine, process, device, composition of matter or ornamental design which Employee now or hereafter during the period of his employment may make, use or sell or which are made or conceived with the use of Employer's time, materials or facilities; (ii) to execute and deliver such documents and to take such action, during and subsequent to his employment by Employer, at his expense but without charge by him to Employer, necessary to assist Employer in every way to obtain and defend letters patent for said inventions in any and all countries and to vest title thereto in Employer, and its successors or assigns; (iii) that any invention which he may disclose to anyone within six (6) months after the termination of his employment or for which he may file application for letters patent within six (6) months after termination of his employment shall be presumed to have been made or conceived during the period of his employment hereunder; provided that if he, in fact, makes or conceives any such invention subsequent to his employment, then such invention shall belong to him and shall be his sole property. Employee assumes the responsibility of establishing that he made or conceived any such invention after the termination of his employment; (iv) in the event that he is assigned by Employer to work for any other company or organization, such employment shall be deemed to be employment by Employer for the purposes of this Agreement; (v) as a matter of record, Employee has given on a separate sheet of paper a complete list of all patentable inventions including a line of description thereof, which he has made or conceived prior to this Agreement and which are not included in this agreement; and (vi) render to Employer a true account of all business done by him for Employer and of all moneys received by him on the account of Employer and pay forthwith all moneys so received to Employer without deduction therefrom exce...

PROPERTY RIGHTS OF THE PARTIES. Disclosure of Inventions and Discoveries

PROPERTY RIGHTS OF THE PARTIES. TRADE SECRETS / CONFIDENTIAL INFORMATION Confidential Information 5.01 As used in this Agreement “Confidential Information” includes, without limitation, [design information, manufacturing information, business, financial, and technical information, sales and processing information, product information, customers, customer lists, vendors, vendor lists, pricing information, corporation and personal business contact and relationships, corporation and personal business opportunities, software, computer disks or files, or any other electronic information of any kind, Rolodex cards or other lists of names, addresses or telephone numbers, financial information, projects, potential projects, current projects, projects in development and future projects, forecasts, plans, contracts, releases, and other documents, materials or writings that belong to Company, including those which are prepared or created by Employee or come into the possession of Employee by any means or manner and which relate directly or indirectly to Company, and each of its owners, predecessors, successors, subsidiaries, affiliates, and all of its shareholders, directors and officers (all of the above collectively referred to as “Confidential Information”). Confidential Information includes information developed by Employee in the course of Employee’s services for Company for the benefit of Company, as well as other Confidential Information to which Employee may have access in connection with Employee’s services. Confidential Information also includes the confidential information of other individuals or entities with which Company has a business relationship. 5.02 Employee will maintain in confidence and will not, directly or indirectly, disclose or use (or allow others working with Employee to disclose or use), either during the term of this Agreement, and for a period of one (1) year after termination of Employee’s employment, any Confidential Information belonging to Company, whether in oral, written, electronic or permanent form, except solely to the extent necessary to perform services on behalf of Company prior to its termination, Employee shall deliver forthwith possession or control belonging to Company and all tangible items embodying or containing Confidential Information.

PROPERTY RIGHTS OF THE PARTIES. SECTION 5.01. Employee agrees to the terms of Exhibit I attached hereto. Exhibit I is by this reference made a part hereof and included herein.

PROPERTY RIGHTS OF THE PARTIES. (a) Contractor shall perform the Services for the exclusive benefit of Company. All of Contractor’s ideas, concepts, techniques, inventions, designs (whether ornamental or otherwise), computer programs, data, related documentation, other works of authorship, and the like prepared for, submitted to or paid for by Company pursuant to this Agreement (collectively “Developments”) shall be the exclusive property of Company, and shall, as appropriate, be deemed works made for hire. In order to more fully vest in Company ownership and title thereto, Contractor hereby assigns to Company all of Contractor’s right, title and interest, in and to all Developments. If requested by Company, Contractor shall assist Company in making, executing and delivering all application papers, assignments or instruments, and shall perform or cause to be performed such other lawful acts, as Company may deem necessary or desirable to evidence Company’s full and exclusive title to the Developments. Further, Contractor shall assist and cooperate with Company and its representatives in any controversy or legal proceedings relating to Developments. In addition, Contractor expressly agrees that Company shall own the data provided to Contractor by Company, and agrees that such data is the Confidential Information of Company, and agrees that such data shall only be used for purposes of providing the Services under this Agreement and shall not be sold for commercial purposes or otherwise transferred to any third party. (b) Notwithstanding the foregoing, the Developments shall not include (i) the software system known as the Hourglass Solution (the “Software”); and (ii) all of Contractor’s ideas, concepts, techniques, inventions, designs (whether ornamental or otherwise), computer programs and related documentation, other works of authorship developed by Contractor either (a) prior to the time Contractor began providing services to Company; or (ii) independently from the services provided by Contractor to Company (collectively, the “Pre-Existing Materials”). Contractor shall retain ownership of the Software and the Pre-Existing Materials. In consideration of the payments due to Contractor under Exhibit C of this Agreement, Contractor grants Company the following licenses: (i) During the term of this Agreement, and continuing during a transition period of six months following any termination or expiration of this Agreement, Contractor hereby grants to Company a non-transferable, non-exclusive l...

PROPERTY RIGHTS OF THE PARTIES. All records of the accounts of employees and students of the University, of any nature, whether existing at time of this Agreement, procured through the efforts of the Volunteer, or learned by the Volunteer from any other sources, and whether prepared by the Volunteer or otherwise, shall be the exclusive property of the University. All books, records and any and all other resources belonging to the University and utilized by the Volunteer in performing the Volunteer's duties under this Agreement shall be immediately returned to the University by the Volunteer upon termination of this Agreement, whether or not any dispute exists between the University and the Volunteer at, regarding, and/or following the termination of this Agreement. All books, records and any and all resources utilized and belonging to the Volunteer upon commencement of this agreement will remain the property of the Volunteer. The Volunteer agrees that the names, social security numbers, addresses and other personal information of the University's students, employees, customers, agents, cooperatives and the like constitute potential confidential and closed information from public disclosure and the Volunteer will not release any such information to any party without the prior written agreement of the President of the University. All files, records, documents, drawings, specifications, equipment, and similar items relating to the business of the University, whether they are prepared by the Volunteer or come into the Volunteer's possession in any other way, shall remain the exclusive property of the University and shall not be removed from the premises of the University under any circumstances whatsoever without the prior written agreement of the President of the University. The Volunteer agrees and acknowledges that the name, logos, brand, tag, (tag line) and trademarks of the University may not be used by the Volunteer for any purpose at any time before, during or following the term of the agreement except in such ways and for such periods of time and purposes as expressly authorized in writing by the President of the University.

PROPERTY RIGHTS OF THE PARTIES. Employee hereby assigns to Company, its successors and assigns, all of his rights, if any, to copyrights, inventions, discoveries, concepts and ideas, whether patentable or otherwise, including, but not limited to, processes, methods, systems, devices, formulae and techniques, as well as improvements thereon, or know-how related thereto, relating to any prior or present activities of Employee and present or prospective activities of Company, with which Employee is acquainted as a result or consequence of his employment by Company, or which Employee has made or conceived at any time prior hereto or which he may hereafter make or conceive, either solely or jointly with others, during the term of this employment by Company, or within twelve (12) months after termination of Employee's employment with Company, or with the use of the time, material or facilities of Company, or relating to any method, substance, machine, manufactured article or improvement thereon within the scope of the Business of Company, as such Business may hereafter be conducted. The consideration for this assignment is the mutual covenants contained in this Agreement. All such processes, methods, systems, devices, formulae and techniques, as well as improvements, shall be the exclusive property of Company and their discovery or development shall be reported to Company in writing, setting forth in detail the procedures employed and the results achieved. In the event any such processes, methods, systems, devices, formulae and techniques, as well as improvements, shall be deemed by Company as patentable under United States or foreign law, Employee hereby assigns to Company all of his rights therein and to applications for United States or foreign letters patent and to United States or foreign letters patent granted thereupon and shall apply, at Company's request and expense, for United States and foreign letters patent, either in Employee's own name or otherwise as Company shall desire. Employee shall acknowledge and deliver promptly to Company such written instruments and do such other acts as may be necessary, in the opinion of Company or its counsel, to obtain and maintain such United States or foreign letters patent and to vest the entire right and title thereunder to Company. The provisions of this subsection shall be applicable during the term of this Agreement and thereafter for all times during which Employee is employment by Company in any capacity, whether or not under this Agreemen...

PROPERTY RIGHTS OF THE PARTIES. (a) All records of the accounts of customers of Client; of any nature, whether existing al the time of this Agreement, procured through the efforts of Contractor, or learned by Contractor from any other source, and whether prepared by Contractor or otherwise, shall be the exclusive property of Client (b) All books and records utilized by Contractor in performing Contractor's duties under this Afire meat shall be immediately returned to Client by Contractor on any termination of this Agreement, whether or not any dispute exists between Client and Contractor at, regarding, and/or following the termination of this Agreement. 5.02. Contractor agrees that the names and addresses of Client's customers constitute bade secrets of Client and that the sale or unauthorized use or disclosure of any of Client's trade secrets obtained by Contractor during the team of this Agreement constitutes unfair competition. Contractor agrees and promises not to engage in any unfair competition with Client. For a period of twenty four (24) months immediately following the termination of this Agreement, Contractor shall not directly or indirectly make known to any person, firm or corporation the names or addresses of any of the customers of Client or any other information pertaining to them, or call on, solicit, take away, or attempt to call on, solicit or take away any of the customers of Client on whom Contractor called on or with wham Contractor became acquainted with, or the names and addresses of which Contractor learned, saw, or became familiar or acquainted with, during the term of this Agreement; either on behalf of contractor, or for my other xxxxxx, firm or corporation. 5.03. During the term of this Agreement, Contractor will have access to and become acquainted with various trade secrets, consisting of formulas, patters, devices, secret inventions, processes, and compilations of information, records, and specifications, all of which ate owned by Client and regularly used is the operation of Client's business. All files, records, documents, drawings, specifications, equipment, and similar items relating to the business of Client, whether they arc prepared by Contractor or come into Contractor's possession in any other way and whether or not they contain or constitute trade r owned by Client, ate and shall remain the exclusive property of Client and shall not be removed from the premises of Client under any circumstances whatsoever without the prior Written consent of Clien...