Common use of Required Rights Clause in Contracts

Required Rights. Prior to commencing any work, or as promptly as possible once identified if so identified after work has commenced, Developer shall describe in writing: • Any intellectual property rights owned or licensed by Developer which may cover all or part of the work, including a list and description of all U.S. and foreign patents and patent applications; • To the extent known by Developer, any intellectual property owned or licensed by third parties which is required to utilize all or part of the work in the manner contemplated by the Agreement; and • To the extent known by Developer, any claims or disputes relating to the intellectual property embodied, or claimed to be embodied, in all or part of the work. Intellectual property and claims described in the bullets above are termed “Required Rights”. In addition to the descriptions required above, Developer shall provide to IETF a description of the cost and other terms of any license required to use and operate under any Required Rights in the manner contemplated by this Agreement. Developer shall not be authorized to commence any work as to which any Required Rights exist unless and until IETF has affirmed in writing that it understands the nature of such Required Rights and the Parties have mutually agreed upon a license arrangement (including allocation of its costs) that will enable the full use of any Required Rights in the manner contemplated hereby. If Developer fails to notify IETF of any Required Rights owned or licensed by Developer in the manner required by this section, then Developer shall be deemed to have granted the IETF Trust a perpetual, irrevocable, royalty-free, paid-up, worldwide, non-exclusive, freely sub-licensable right and license to exploit such owned Required Rights (and to the extent permitted under any such license of any such Required Rights, such licensed Required Rights) in any manner in connection with the Work and any modifications or derivatives thereof.

Appears in 2 contracts

Samples: Contracted Serv Ices Agreement, Contracted Services Agreement

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Required Rights. Prior to commencing any work, or as promptly as possible once identified if so identified after work has commenced, Developer Contractor shall describe in writing: Any intellectual property rights owned or licensed by Developer Contractor which may cover all or part of the workWork Product, including a list and description of all U.S. and foreign patents and patent applications; To the extent known by DeveloperContractor, any intellectual property owned or licensed by third parties which is required to utilize all or part of the work Work Product in the manner contemplated by the Agreement; and To the extent known by DeveloperContractor, any claims or disputes relating to the intellectual property embodied, or claimed to be embodied, in all or part of the workWork Product. Intellectual property and claims described in the bullets above are termed “Required Rights”. In addition to the descriptions required above, Developer Contractor shall provide to IETF LLC a description of the cost and other terms of any license required to use and operate under any Required Rights in the manner contemplated by this Agreement. Developer Contractor shall not be authorized to commence any work Work Product as to which any Required Rights exist unless and until IETF LLC has affirmed in writing that it understands the nature of such Required Rights and the Parties parties have mutually agreed upon a license arrangement (including allocation of its costs) that will enable the full use of any Required Rights in the manner contemplated hereby. If Developer Contractor fails to notify IETF LLC of any Required Rights owned or licensed by Developer Contractor in the manner required by this section, then Developer Contractor shall be deemed to have granted the IETF Trust a perpetual, irrevocable, royalty-free, paid-up, worldwide, non-exclusive, freely sub-licensable right and license to exploit such owned Required Rights (and to the extent permitted under any such license of any such Required Rights, such licensed Required Rights) in any manner in connection with the Work Product and any modifications or derivatives thereof.

Appears in 1 contract

Samples: Contracted Services Agreement

Required Rights. Prior to commencing any work, or as promptly as possible once identified if so identified after work has commenced, Developer shall describe in writing: Any intellectual property rights owned or licensed by Developer which may cover all or part of the workWork Product, including a list and description of all U.S. and foreign patents and patent applications; To the extent known by Developer, any intellectual property owned or licensed by third parties which is required to utilize all or part of the work Work Product in the manner contemplated by the Agreement; and To the extent known by Developer, any claims or disputes relating to the intellectual property embodied, or claimed to be embodied, in all or part of the workWork Product. Intellectual property and claims described in the bullets above are termed “Required Rights”. In addition to the descriptions required above, Developer shall provide to IETF LLC a description of the cost and other terms of any license required to use and operate under any Required Rights in the manner contemplated by this Agreement. Developer shall not be authorized to commence any work Work Product as to which any Required Rights exist unless and until IETF LLC has affirmed in writing that it understands the nature of such Required Rights and the Parties parties have mutually agreed upon a license arrangement (including allocation of its costs) that will enable the full use of any Required Rights in the manner contemplated hereby. If Developer fails to notify IETF LLC of any Required Rights owned or licensed by Developer in the manner required by this section, then Developer shall be deemed to have granted the IETF Trust a perpetual, irrevocable, royalty-free, paid-up, worldwide, non-exclusive, freely sub-licensable right and license to exploit such owned Required Rights (and to the extent permitted under any such license of any such Required Rights, such licensed Required Rights) in any manner in connection with the Work Product and any modifications or derivatives thereof.

Appears in 1 contract

Samples: Developer Services Agreement

Required Rights. Prior to commencing any work, or as promptly as possible once identified if so identified after work has commenced, Developer Xxxxxxxxx shall describe in writing: • Any intellectual property rights owned or licensed by Developer which may cover all or part of the work, including a list and description of all U.S. and foreign patents and patent applications; • To the extent known by Developer, any intellectual property owned or licensed by third parties which is required to utilize all or part of the work in the manner contemplated by the Agreement; and • To the extent known by DeveloperXxxxxxxxx, any claims or disputes relating to the intellectual property embodied, or claimed to be embodied, in all or part of the work. Intellectual property and claims described in the bullets above are termed “Required Rights”. In addition to the descriptions required above, Developer shall provide to IETF a description of the cost and other terms of any license required to use and operate under any Required Rights in the manner contemplated by this Agreement. Developer shall not be authorized to commence any work as to which any Required Rights exist unless and until IETF has affirmed in writing that it understands the nature of such Required Rights and the Parties have mutually agreed upon a license arrangement (including allocation of its costs) that will enable the full use of any Required Rights in the manner contemplated hereby. If Developer fails to notify IETF of any Required Rights owned or licensed by Developer in the manner required by this section, then Developer shall be deemed to have granted the IETF Trust a perpetual, irrevocable, royalty-free, paid-up, worldwide, non-exclusive, freely sub-licensable right and license to exploit such owned Required Rights (and to the extent permitted under any such license of any such Required Rights, such licensed Required Rights) in any manner in connection with the Work and any modifications or derivatives thereof.

Appears in 1 contract

Samples: Contracted Serv Ices Agreement

Required Rights. Prior to commencing any work, or as promptly as possible once identified identified if so identified after identified aLer work has commenced, Developer shall describe in writing: • Any intellectual property rights owned or licensed by Developer which may cover all or part of the workWork Product, including a list and description of all U.S. and foreign patents and patent applications; • To the extent known by Developer, any intellectual property owned or licensed by third parties which is required to utilize all or part of the work Work Product in the manner contemplated by the Agreement; and • To the extent known by Developer, any claims or disputes relating to the intellectual property embodied, or claimed to be embodied, in all or part of the workWork Product. Intellectual property and claims described in the bullets above are termed “Required Rights”. In addition to the descriptions required above, Developer shall provide to IETF LLC a description of the cost and other terms of any license required to use and operate under any Required Rights in the manner contemplated by this Agreement. Developer shall not be authorized to commence any work Work Product as to which any Required Rights exist unless and until IETF LLC has affirmed affirmed in writing that it understands the nature of such Required Rights and the Parties parties have mutually agreed upon a license arrangement (including allocation of its costs) that will enable the full use of any Required Rights in the manner contemplated hereby. If Developer fails to notify IETF LLC of any Required Rights owned or licensed by Developer in the manner required by this section, then Developer shall be deemed to have granted the IETF Trust a perpetual, irrevocable, royalty-free, paid-up, worldwide, non-exclusive, freely sub-licensable right and license to exploit such owned Required Rights (and to the extent permitted under any such license of any such Required Rights, such licensed Required Rights) in any manner in connection with the Work Product and any modifications modifications or derivatives thereof.

Appears in 1 contract

Samples: Developer Services Agreement

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Required Rights. Prior to commencing any work, or as promptly as possible once identified if so identified after work has commenced, Developer shall describe in writing: Any intellectual property rights owned or licensed by Developer which may cover all or part of the work, including a list and description of all U.S. and foreign patents and patent applications; To the extent known by Developer, any intellectual property owned or licensed by third parties which is required to utilize all or part of the work in the manner contemplated by the Agreement; and To the extent known by Developer, any claims or disputes relating to the intellectual property embodied, or claimed to be embodied, in all or part of the work. Intellectual property and claims described in the bullets above are termed “Required Rights”. In addition to the descriptions required above, Developer shall provide to IETF a description of the cost and other terms of any license required to use and operate under any Required Rights in the manner contemplated by this Agreement. Developer shall not be authorized to commence any work as to which any Required Rights exist unless and until IETF has affirmed in writing that it understands the nature of such Required Rights and the Parties have mutually agreed upon a license arrangement (including allocation of its costs) that will enable the full use of any Required Rights in the manner contemplated hereby. If Developer fails to notify IETF of any Required Rights owned or licensed by Developer in the manner required by this section, then Developer shall be deemed to have granted the IETF Trust a perpetual, irrevocable, royalty-free, paid-up, worldwide, non-exclusive, freely sub-licensable right and license to exploit such owned Required Rights (and to the extent permitted under any such license of any such Required Rights, such licensed Required Rights) in any manner in connection with the Work and any modifications or derivatives thereof.

Appears in 1 contract

Samples: Contracted Services Agreement

Required Rights. Prior to commencing any work, or as promptly as possible once identified if so identified after work has commenced, Developer shall describe in writing: • Any intellectual property rights owned or licensed by Developer which may cover all or part of the work, including a list and description of all U.S. and foreign patents and patent applications; • To the extent known by Developer, any intellectual property owned or licensed by third parties which is required to utilize all or part of the work in the manner contemplated by the Agreement; and • To the extent known by DeveloperXxxxxxxxx, any claims or disputes relating to the intellectual property embodied, or claimed to be embodied, in all or part of the work. Intellectual property and claims described in the bullets above are termed “Required Rights”. In addition to the descriptions required above, Developer shall provide to IETF a description of the cost and other terms of any license required to use and operate under any Required Rights in the manner contemplated by this Agreement. Developer shall not be authorized to commence any work as to which any Required Rights exist unless and until IETF has affirmed in writing that it understands the nature of such Required Rights and the Parties have mutually agreed upon a license arrangement (including allocation of its costs) that will enable the full use of any Required Rights in the manner contemplated hereby. If Developer fails to notify IETF of any Required Rights owned or licensed by Developer in the manner required by this section, then Developer shall be deemed to have granted the IETF Trust a perpetual, irrevocable, royalty-free, paid-up, worldwide, non-exclusive, freely sub-licensable right and license to exploit such owned Required Rights (and to the extent permitted under any such license of any such Required Rights, such licensed Required Rights) in any manner in connection with the Work and any modifications or derivatives thereof.

Appears in 1 contract

Samples: Contracted Serv Ices Agreement

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