Proprietary Rights Etc Sample Clauses

Proprietary Rights Etc. As a condition of your employment you agree to execute and to be bound by the form of Proprietary Rights, Non-Competition, Non-Solicitation and Confidentiality Agreement attached as Appendix A, as amended from time to time.
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Proprietary Rights Etc. Art. 25 Rights to documents and computer programs
Sample 1
Proprietary Rights Etc. This Agreement shall in no way be construed as the granting of a license by one party hereto to the other directly or indirectly under any patent or patent application or other form of proprietary property owned by either party hereto. Furthermore, nothing in this Agreement shall be interpreted so as to obligate either party to continue to evaluate mutual strategic business opportunities or to negotiate or enter into a further agreement with the other party to engage in any transaction.
Sample 1
Proprietary Rights Etc. (a) Schedules 1 through 5 contain a true, complete and correct list of all Intellectual Property Rights, Proprietary Rights, Confidential Information, Inventions, or Proprietary Information owned, licensed or used by KING; and
Sample 1
Proprietary Rights Etc. Except as disclosed in Schedule 4.08 or Schedule 4.11, Sellers own, or have the right to use and transfer to Purchaser, all Proprietary Rights necessary to conduct their business as it is presently operated; to the best of Sellers' knowledge, Sellers are not infringing upon any material Proprietary Rights owned or obtained by any other Person or Persons; and there is no Claim or action by any such Person pending, or, to the knowledge of Sellers, threatened, with respect to any material Proprietary Right.
Sample 1
Proprietary Rights Etc. All of the proprietary rights of the Companies, including those set forth on Schedule 5.11(e), are owned by the Companies free and clear of any restrictions, including licenses granted to others, except as set forth in Schedule 5.11(e). Except as disclosed in Schedule 5.13, the Companies own or possess perpetual or renewable royalty-free licenses or other rights to use all proprietary rights, packaging, promotional material and advertising necessary to conduct its business as it is presently operated; the Companies are not infringing upon any proprietary rights, packaging, promotional material or advertising owned or obtained by any other person or persons; and there is no claim or action by any such person pending, or, to the knowledge of any of the Seller Parties, threatened, with respect thereto or with respect to the rights of the Companies in any material confidential information or trade secrets used in the conduct of the Companies' businesses.
Sample 1
Proprietary Rights Etc. All of the Proprietary Rights, including those set forth on Schedule 5.11(e), are owned by Seller free and clear of any restrictions, including licenses granted to others, except as set forth in Schedule 5.11(e), and Seller has the unrestricted right to assign such Proprietary Rights to the Purchaser. Except as disclosed in Schedule 5.13, Seller owns or possesses perpetual or renewable royalty-free licenses or other rights to use all proprietary rights, packaging, promotional material and advertising necessary to conduct its business as it is presently operated; Seller is not infringing upon any proprietary rights, packaging, promotional material or advertising owned or obtained by any other person or persons; and there is no claim or action by any such person pending, or, to the knowledge of any of the Seller Parties, threatened, with respect thereto or with respect to the rights of Seller in any material confidential information or trade secrets used in the conduct of the Sellers' businesses.
Sample 1
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Related to Proprietary Rights Etc

  • Proprietary Rights The term “Proprietary Rights” shall mean all trade secret, patent, copyright, mask work and other intellectual property rights throughout the world.

  • Proprietary Rights Notices Licensee shall not remove any copyright notices, trademark notices or other proprietary legends of Oracle or its suppliers contained on or in the TCK, and shall incorporate such notices in all copies of any TCK. Licensee shall comply with all reasonable requests by Oracle to include additional copyright or other proprietary rights notices of Oracle or third parties from time to time.

  • PROPRIETARY RIGHTS; ASSIGNMENT All Employee Developments shall be made for hire by the Employee for the Company or any of its subsidiaries or affiliates. “Employee Developments” means any idea, discovery, invention, design, method, technique, improvement, enhancement, development, computer program, machine, algorithm or other work or authorship that (i) relates to the business or operations of the Company or any of its subsidiaries or affiliates, or (ii) results from or is suggested by any undertaking assigned to the Employee or work performed by the Employee for or on behalf of the Company or any of its subsidiaries or affiliates, whether created alone or with others, during or after working hours. All Confidential Information and all Employee Developments shall remain the sole property of the Company or any of its subsidiaries or affiliates. The Employee shall acquire no proprietary interest in any Confidential Information or Employee Developments developed or acquired during the Term. To the extent the Employee may, by operation of law or otherwise, acquire any right, title or interest in or to any Confidential Information or Employee Development, the Employee hereby assigns to the Company all such proprietary rights. The Employee shall, both during and after the Term, upon the Company’s request, promptly execute and deliver to the Company all such assignments, certificates and instruments, and shall promptly perform such other acts, as the Company may from time to time in its discretion deem necessary or desirable to evidence, establish, maintain, perfect, enforce or defend the Company’s rights in Confidential Information and Employee Developments.

  • Confidentiality; Proprietary Rights 3.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Service. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable the provision of the Services (“Customer Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

  • Patents, Trademarks, Copyrights, Licenses, Etc Each Loan Party and each Subsidiary of each Loan Party owns or possesses all the material patents, trademarks, service marks, trade names, copyrights, licenses, registrations, franchises, permits and rights necessary to own and operate its properties and to carry on its business as presently conducted and planned to be conducted by such Loan Party or Subsidiary, without known possible, alleged or actual conflict with the rights of others.

  • Transfer of Intellectual Property Rights Except in connection with the sale of all or substantially all of the assets of the Company or licensing arrangements in the ordinary course of the Company's business, the Company shall not transfer, sell or otherwise dispose of any Intellectual Property Rights, or allow any of the Intellectual Property Rights to become subject to any Liens, or fail to renew such Intellectual Property Rights (if renewable and it would otherwise lapse if not renewed), without the prior written consent of the Purchasers.

  • Intellectual Property The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or required for use in connection with their respective businesses as described in the SEC Reports and which the failure to so have could have a Material Adverse Effect (collectively, the “Intellectual Property Rights”). None of, and neither the Company nor any Subsidiary has received a notice (written or otherwise) that any of, the Intellectual Property Rights has expired, terminated or been abandoned, or is expected to expire or terminate or be abandoned, within two (2) years from the date of this Agreement. Neither the Company nor any Subsidiary has received, since the date of the latest audited financial statements included within the SEC Reports, a written notice of a claim or otherwise has any knowledge that the Intellectual Property Rights violate or infringe upon the rights of any Person, except as could not have or reasonably be expected to not have a Material Adverse Effect. To the knowledge of the Company, all such Intellectual Property Rights are enforceable and there is no existing infringement by another Person of any of the Intellectual Property Rights. The Company and its Subsidiaries have taken reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Assignment of Intellectual Property Rights (a) Executive hereby assigns to Nucor Corporation Executive’s entire right, title and interest, including copyrights and patents, in any idea, invention, design of a useful article (whether the design is ornamental or otherwise), work product and any other work of authorship (collectively the “Developments”), made or conceived solely or jointly by Executive at any time during Executive’s employment by Nucor (whether prior or subsequent to the execution of this Agreement), or created wholly or in part by Executive, whether or not such Developments are patentable, copyrightable or susceptible to other forms of protection, where the Developments: (i) were developed, invented, or conceived within the scope of Executive’s employment with Nucor; (ii) relate to Nucor’s actual or demonstrably anticipated research or development; or (iii) result from any work performed by Executive on Nucor’s behalf. Executive shall disclose any Developments to Nucor’s management within 30 days following Executive’s development, making or conception thereof.

  • Intellectual Property; Licenses, Etc The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person. No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

  • Ownership of Intellectual Property Rights 1. 3. 1. Your only right to use the Software is by virtue of this License and you acknowledge that all intellectual property rights in or relating to the Software and all parts of the Software are and shall remain the exclusive property of Traction Software Limited or its licensors.

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