Protection of the Intellectual Property Sample Clauses

Protection of the Intellectual Property. Subject to Section 2, the parties agree that, during the term of this Agreement, each shall take all such steps as may be necessary or reasonable to safeguard the confidentiality of the Intellectual Property and shall not disclose any of the foregoing to any third party, except for purposes consistent with this Agreement.
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Protection of the Intellectual Property. The parties agree to cooperate with each other in protecting, enforcing, and defending the Intellectual Property. The parties agree to notify the other promptly in writing of any infringements, imitations, claims, or other problems with respect to the Intellectual Property that may arise or otherwise come to each party’s attention. Chapter agrees not to institute any suit nor take any other action on account of such infringements, imitations, claims or problems without the prior written consent of The Sales Association.
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Protection of the Intellectual Property. 7.1 The Licensee shall immediately notify the Licensor in writing giving full particulars, if any of the following matters come to its attention: (a) any actual, suspected or threatened infringement of the Intellectual Property; (b) any actual or threatened claim that any part of the Intellectual Property is invalid; (c) any actual or threatened opposition to any part of the Intellectual Property; (d) any claim made or threatened that use of the Intellectual Property infringes the rights of any third party; (e) any person applies for, or is granted, a registered trade mxxx by reason of which that person may be, or has been, granted rights which conflict with any of the rights granted to the Licensee under this agreement; or (f) any other form of attack, charge or claim to which any part of the Intellectual Property may be subject; and shall not make any admissions relating to these matters, other than to the Licensor, and shall provide the Licensor with all assistance that it may reasonably require in the conduct of any claims or proceedings. 7.2 In respect of any of the matters listed in clause 7.1, the Licensor shall (subject to the Licensee’s right under section 30(3) of the Trade Marks Act 1994): (a) decide what action if any to take; (b) have exclusive control over, and conduct of, all claims and proceedings. 7.3 the Licensor shall bear the cost of any proceedings relating to any of the matters listed in clause 7.1 and shall be entitled to retain all sums that it recovers in any action for its own account. 7.4 If any third party infringement of the Intellectual Property interferes materially in the Licensee’s business in any part of the Intellectual Property, subject to receiving advice from experienced intellectual property counsel that infringement proceedings stand a reasonable chance of success, the Licensee may commence proceedings and may require the Licensor to lend its name to such proceedings and provide reasonable assistance, subject to the Licensee giving the Licensor an indemnity in respect of all costs, damages and expenses that it may incur, including an award of costs against it, directly resulting from the Licensor’s involvement in such proceedings. 7.5 Nothing in this agreement shall constitute any representation or warranty that: (a) any registration comprised in the Intellectual Property is valid; (b) any application comprised in any part of the Intellectual Property shall proceed to grant or, if granted, shall be valid; or (c) the ...
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Protection of the Intellectual Property. In addition to the covenants here above, the Licensee undertakes to promptly notify the Licensor, upon being informed of it, of any infringement or violation of all and any present or future rights relating to the Product, or to St-Elie Packaging, or the Licensor’s Intellectual Property. The Licensor and the Licensee covenant and agree, in such and eventuality, to consult each other in order to determine a proper way of action. If both parties then agree to initiate judicial proceeding, then the Licensee will be responsible, at his own expenses, to take and carry such judicial proceeding. If one of the two parties is of a mind to not initiate judicial proceedings at its own expense, the Licensor then always has recourse against the Licensee for reimbursement of costs and/or damages incurred or sustained directly or indirectly. The mechanism provided for under the present section will be applicable up to the Court of last resort. In the case of any action or other legal proceedings against the Licensee based upon the fact that St-Elie Packaging is an infringement of a patent or design owned by a third party, the Licensee undertakes to notice promptly the Licensor of such action or legal proceedings and to promptly transmit to the Licensor all related documents given or served to the Licensee. The Licensee covenants and agrees to closely and fully collaborate with the Licensor in challenging such court action or legal proceeding, including without limiting the generality of the previous undertaking, to make available promptly to the Licensor all and any files, information, samples and other pertinent elements. Subject to the following requirements, the Licensor undertakes to take sides with the Licensee in all and any such court action or legal proceedings. The Licensee covenants and agrees that no out of court settlement will be entered into without the prior written consent of the Licensor. All and any compensation paid in relation to these court or other legal proceedings must be deposited into a trust account managed jointly by a legal representative to each the Licensor and the Licensee and will be apportioned between the Licensor and the Licensee after reimbursement of the related legal fees and costs which have to be paid by the Licensee.
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Protection of the Intellectual Property. 7.1 CANADA INC. acknowledges and declares that WBOA is the sole title holder of the rights relating to the INTELLECTUAL PROPERTY. Furthermore, CANADA INC. acknowledges that the Agreement and/or the use of the INTELLECTUAL PROPERTY shall not have in any circumstance, the effect of conferring any right whatsoever to CANADA INC. in the INTELLECTUAL PROPERTY except for the right to use said INTELLECTUAL PROPERTY in conformity with the provisions set forth in the present Agreement. CANADA INC. is prohibited to use a reduced or modified or abbreviated form of the INTELLECTUAL PROPERTY or otherwise use the INTELLECTUAL PROPERTY in a manner in which CANADA INC. conveys that it is the proprietor of the INTELLECTUAL PROPERTY. During the course of the term of the present Agreement, nor at any time following its termination, CANADA INC. shall not, directly or indirectly, attempt to obtain the registration of the INTELLECTUAL PROPERTY in whatever place in the world or attempt to lower the value of the good will pertaining to the INTELLECTUAL PROPERTY; 7.2 Without limiting the scope of the foregoing, CANADA INC. undertakes: (i) to sign, be it simultaneously with the signature of the present Agreement or without delay upon WBOA’s request, all agreements and/or all documents which WBOA deems necessary for the protection of its interests and its rights relating to the INTELLECTUAL PROPERTY and to respect all legislation governing the present agreement (i.e.; laws relating to the protection of the commercial names, trade marks, etc.); (ii) to abstain from using the INTELLECTUAL PROPERTY, or any variant of the INTELLECTUAL PROPERTY, in a manner to integrate it in its corporate name or in its commercial designation or in any other way other than what is provided for in the present Agreement, with exception to the regulatory norms applicable to the contrary. 7.3 CANADA INC. shall use the INTELLECTUAL PROPERTY in a manner in which to adequately protect all of WBOA’s rights. CANADA INC. is prohibited from taking any measures susceptible to render the INTELLECTUAL PROPERTY null, to harm WBOA’s rights or to create rights which are opposed to those of WBOA; 7.4 No property rights in the INTELLECTUAL PROPERTY are transferred to CANADA INC. in virtue of the present Agreement; 7.5 With the exception of the use of the INTELLECTUAL PROPERTY as stipulated in the present Agreement, CANADA INC. shall conduct business under its own corporate name and conclude all contracts, banking arrangem...
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Related to Protection of the Intellectual Property

  • Intellectual Property Protection The Group Companies shall establish and maintain appropriate intellectual inspection system to protect the Proprietary Rights of the Group Companies. The Group Companies shall, and the Founders shall cause the Group Companies to fully comply with the laws and regulations in respect of the protection of the Proprietary Rights and refrain from infringing the Proprietary Rights of other parties. Ecommerce Company shall, and the other Warrantors shall procure Ecommerce Company to, use its best efforts to obtain as soon as possible and maintain the registration of the core trademarks used in the Business (including without limitation, the marks of “perfect diary”, “完美日记” and the combination of the foregoing) in the appropriate goods and services (including without limitation, cosmetics, cosmetics tools and advertisement). The Group Companies shall take all necessary or desirable actions to protect their trademarks, including initiating trademark petitions against any trademark applications filed by any third party for a trademark identical or similar to the Group Companies’ trademarks.

  • Intellectual Property Matters A. Definitions

  • 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.

  • 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”).

  • Other Intellectual Property Joint ownership; exceptions 14.3.1 The University and Creator shall jointly own Other Intellectual Property created during the course of regular University duties and/or using University Resources subject to the following exceptions: (a) The University or a third party may own or have a licence to use Other Intellectual Property created pursuant to a written agreement with a third party, provided that the University advises the Creator of his/her right to consult with the Association prior to the Creator’s execution of a written agreement and obtains the Creator’s written consent; (b) The Creator may voluntarily assign or licence his/her interest in Other Intellectual Property to the University, provided that the University advises the Creator of his/her right to consult with the Association prior to the execution of the assignment or licence. No such assignment or licence shall diminish the Creator’s right to revenue sharing under this Article; (c) Where the use of University services as defined in 14.1.9 did not have a significant effect on the creation of Other Intellectual Property, the use of such services shall not be taken into account in determining ownership of the Other Intellectual Property. 14.3.2 Neither the Creator nor the University shall have an obligation to Commercialize Other Intellectual Property. Creators have no obligation to modify research to enhance the potential for Commercialization. 14.3.3 Creators may Commercialize Other Intellectual Property jointly owned with the University independently of the University, subject to any rights granted to a third party pursuant to a written agreement consented to by the Creator and/or the right of the University and the Creator to revenue sharing and cost recovery pursuant to this Article. 14.3.4 Creators must disclose to the University their intention to Commercialize Other Intellectual Property, whether or not they choose to involve the University in the Commercialization process. The University agrees to keep all such information confidential and not to disclose such information externally, except with the prior written consent of the Creator.

  • 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”).

  • Company Intellectual Property The Executive agrees to promptly disclose to the Company any and all work product, inventions, artistic works, works of authorship, designs, methods, processes, technology, patterns, techniques, data, Confidential Information, patents, trade secrets, trademarks, domain names, copyrights, and the like, and all other intellectual property relating to the business of the Company and any of its affiliates which are created, authored, composed, invented, discovered, performed, perfected, or learned by the Executive (either solely or jointly with others) during the Employment Term (collectively, together with such intellectual property as may be owned or acquired by the Company, the “Company Intellectual Property”). The Company Intellectual Property shall be the sole and absolute property of the Company and its affiliates. All work performed by the Executive in authoring, composing, inventing, creating, developing or modifying Company Intellectual Property and/or other work product to which copyright protection may attach during the course of the Executive’s employment with the Company shall be considered “works made for hire” to the extent permitted under applicable copyright law and will be considered the sole property of the Company. To the extent such works, work product or Company Intellectual Property are not considered “works made for hire,” all right, title, and interest to such works, work product and Company Intellectual Property, including, but not limited to, all copyrights, patents, trademarks, rights of publicity, and trade secrets, is hereby assigned to the Company and the Executive agrees, at the Company’s expense, to execute any documents requested by the Company or any of its affiliates at any time in relation to such assignment. The Executive acknowledges and agrees that the Company is and will be the sole and absolute owner of all trademarks, service marks, domain names, patents, copyrights, trade dress, trade secrets, business names, rights of publicity, inventions, proprietary know-how and information of any type, whether or not in writing, and all other intellectual property used by the Company or held for use in the business of the Company, including all Company Intellectual Property. The Executive further acknowledges and agrees that any and all derivative works, developments, or improvements based on intellectual property, materials and assets subject to this Section 6 created during the Employment Term (including, without limitation, Company Intellectual Property) shall be exclusively owned by the Company. The Executive will cooperate with the Company and any of its affiliates, at no additional cost to such parties (whether during or after the Employment Term), in the confirmation, registration, protection and enforcement of the rights and property of the Company and its affiliates in such intellectual property, materials and assets, including, without limitation, the Company Intellectual Property.

  • New Intellectual Property 15.1. Each shareholder understands that whilst associated with the Company, he may discover or ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ : 15.1.1 do his utmost to ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ; 15.1.2 inform the Company ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ; 15.1.3 provide to the Company whatever full code, passwords, specification, ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ 15.2. To make this effective each shareholder now undertakes to do whatever is ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . 15.3. This paragraph does not apply to Intellectual Property created by ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■

  • Rights to Intellectual Property This Data Agreement does not give Service Provider any rights, implied or otherwise, to CDI, data, content or intellectual property except as expressly stated in any underlying agreement between the parties. This includes but is not limited to the right to share, sell or trade CDI. The District acknowledges that this agreement does not convey any intellectual property right in any of Service Provider’s materials or content, including any revisions of derivative work or material. Service Provider-owned materials shall remain the property of the Service Provider. All rights, including copyright, trade secrets, patent and intellectual property rights shall remain the sole property of the Service Provider.

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