Protection and Perfection of Rights Sample Clauses

Protection and Perfection of Rights. LLS will assist Company in any reasonable manner in the procurement and maintenance of all Intellectual Property Rights in the Project Inventions and Research Results, provided, however Company shall cover all expense at its sole cost. Without limiting the foregoing, LLS will execute, and cause its employees and representatives to execute, upon Company’s request, any assignments, applications and other documents that Company believes may be necessary or appropriate to protect or perfect the Intellectual Property Rights in the Project Inventions. LLS will ensure that its employees and consultants who participate in activities under this Agreement are obligated to assign or otherwise transfer all right, title and interest in and to all Intellectual Property Rights in the Project Inventions to Company or its designee and will, as requested by Company, obtain for Company the execution of all necessary applications or other documents therefore from any employee or consultant.
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Protection and Perfection of Rights. Company shall be responsible for all costs incurred in the preparation, prosecution and maintenance of Intellectual Property Rights in the Program Inventions. Decisions on the preparation, prosecution and maintenance of Intellectual Property Rights in Program Inventions shall be made by Company in its sole discretion. MMRF will assist Company in any reasonable manner in the procurement and maintenance of all Intellectual Property Rights in the Program Inventions. Without limiting the foregoing, MMRF will execute, upon Company’s request, any applications or other documents that may be necessary to protect or perfect Company’s Intellectual Property Rights in the Program Inventions. MMRF will ensure that its employees and consultants who participate in activities under this Agreement are obligated to assign or otherwise transfer all right, title and interest in and to all Intellectual Property Rights in the Program Inventions to MMRF or its designee and will, as requested by Company, obtain for Company the execution of all necessary applications or other documents therefore from any employee or consultant.
Protection and Perfection of Rights. To the extent LLS is deemed to have any ownership interest of any kind, LLS and its employees, consultants and agents, hereby assigns (and to the extent such assignment can only be made in the future hereby agrees to assign), to Company all right, title and interest, including all Project Inventions including all Intellectual Property Rights, and all Research Results. LLS will assist Company in any reasonable manner in the procurement and maintenance of all Intellectual Property Rights in the Project Inventions, provided, however Company shall cover all expense at its sole cost. Without limiting the foregoing, LLS will execute, and cause its employees and representatives to execute, upon Company’s request, any assignments, applications and other documents that Company believes may be necessary or appropriate to protect or perfect the Intellectual Property Rights in the Project Inventions. LLS will ensure that its employees and consultants who participate in activities under this Agreement are obligated to assign or otherwise transfer all right, title and interest in and to all Intellectual Property Rights in the Project Inventions to Company or its designee and will, as requested by Company, obtain for Company the execution of all necessary applications or other documents therefor from any employee or consultant.
Protection and Perfection of Rights. Arno shall be responsible for all reasonable costs associated with the filing, prosecution and maintenance of any and all United States and foreign patent applications and patents included in Project Inventions. Each Party will assist the other Party in any reasonable manner in the procurement and maintenance of all Intellectual Property Rights in the Project Inventions. Without limiting the foregoing, each Party will execute, upon the other Party’s request, any applications or other documents that may be necessary to protect or perfect the Intellectual Property Rights in the Project Inventions. Each Party will ensure that its employees and consultants who participate in activities under this Agreement are obligated by written agreement to assign or otherwise transfer all right, title and interest in and to all Intellectual Property Rights in the Project Inventions as set forth in Section 3.1 and will, as requested by the other Party, obtain for the other Party the execution of all necessary applications or other documents therefore from any employee or consultant. If a Party is unable to secure an employee’s or consultant’s signature on any lawful or necessary document that is deemed necessary by the other Party to perfect the Intellectual Property Rights in the Project Inventions, then such Party hereby irrevocably appoints the other Party and its duly authorized officers and agents as it’s attorney in fact to execute and file any such applications or other documents and to do all other lawfully permitted acts to further the procurement and maintenance of such Intellectual Property Rights.
Protection and Perfection of Rights. Licensor will assist Licensee in any reasonable manner in the procurement and maintenance of all intellectual property rights in the Project Inventions, provided, however Licensee shall cover all expense at its sole cost. Without limiting the foregoing, Licensor will execute, and cause its employees and representatives to execute, upon Licensee’s request, any assignments, applications and other documents that Licensee believes may be necessary or appropriate to protect or perfect intellectual property rights in the Project Inventions. Licensor will ensure that its employees and consultants who participate in activities under this Agreement are obligated to assign or otherwise transfer all right, title and interest in and to all intellectual property rights in the Project Inventions to Licensee or its designee and will, as requested by Licensee, obtain for Licensee the execution of all necessary applications or other documents therefore from any employee or consultant.

Related to Protection and Perfection of Rights

  • Perfection and Priority The security interest granted pursuant to this Agreement constitutes a valid and continuing perfected security interest in favor of the Collateral Agent for the benefit of the Secured Parties in all Collateral subject, for the following Collateral, to the occurrence of the following: (i) in the case of all Collateral in which a security interest may be perfected by filing a financing statement under the UCC, the completion of the filings specified on Schedule 2 (which, in the case of all filings referred to on such schedule, have been duly authorized by each Grantor and delivered to the Collateral Agent in completed form), (ii) with respect to any deposit account, the execution of a Control Agreement, (iii) in the case of all Copyrights, Trademarks and Patents for which UCC filings are insufficient, all appropriate filings having been made with the Applicable IP Office, (iv) in the case of letter-of-credit rights that are not supporting obligations of Collateral, the execution of a Contractual Obligation granting control to the Collateral Agent over such letter-of-credit rights, and (v) in the case of electronic chattel paper, the completion of all steps necessary to grant control to the Collateral Agent over such electronic chattel paper. Such security interest shall be prior to all other Liens on the Collateral except for Customary Permitted Liens having priority over the Collateral Agent’s Lien by operation of law or permitted pursuant to clause (c), (e) or (j) of the definition of “Customary Permitted Liens” in the Credit Agreement or subsection 8.2(c), 8.2(d), 8.2(e), 8.2(f) or 8.2(h) of the Credit Agreement upon (i) in the case of all Pledged Certificated Stock, Pledged Debt Instruments and Pledged Investment Property, the delivery thereof to the Collateral Agent of such Pledged Certificated Stock, Pledged Debt Instruments and Pledged Investment Property consisting of instruments and certificates, in each case properly endorsed for transfer to the Collateral Agent or in blank, (ii) in the case of all Pledged Investment Property not in certificated form, the execution of a Control Agreement with respect to such investment property, and (iii) in the case of all other instruments and tangible chattel paper that are not Pledged Certificated Stock, Pledged Debt Instruments or Pledged Investment Property, the delivery to the Collateral Agent of such instruments and tangible chattel paper. Except as set forth in this Section 4.2, all actions by each Grantor necessary to perfect the Lien granted hereunder on the Collateral have been duly taken.

  • Execution and Performance of Agreement The performance of this Agreement by Purchaser will not result in a default of any Agreement to which Purchaser is a party. Purchaser has the authority to enter into this Agreement.

  • Perfection and Priority of Liens Receipt by the Administrative Agent of the following:

  • Perfection of Liens To help the Bank perfect and protect its security interests and liens, and reimburse it for related costs it incurs to protect its security interests and liens.

  • Creation, Perfection and Priority of Security Interests The representations and warranties regarding creation, perfection and priority of security interests in the Purchased Property, which are attached to this Agreement as Appendix B, are true and correct to the extent that they are applicable.

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