Service Provider IP Sample Clauses

The 'Service Provider IP' clause defines the ownership and rights related to intellectual property (IP) that the service provider brings to or develops independently of the client engagement. Typically, this clause clarifies that any pre-existing IP, proprietary tools, software, or methodologies used by the service provider remain their exclusive property, even if utilized during the project. For example, if a consulting firm uses its own software platform to deliver services, this clause ensures the client does not gain ownership of that software. The core function of this clause is to protect the service provider’s proprietary assets and prevent unintended transfer of IP rights to the client.
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Service Provider IP. The Client acknowledges that: (i) as between the Client and the Service Provider, the Service Provider is the owner of all Service Provider IP; and (ii) the Service Provider has the right to use Service Provider IP to perform services for other Service Provider customers (including services that are similar or identical to those performed for the Client). Except as specifically set forth in clause 5: (a) this Agreement does not confer upon the Client any right, interest, claim, or title in or to any Service Provider IP; and (b) no license (whether express or implied) is granted to the Client, by estoppel or otherwise, to any Service Provider IP.
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Service Provider IP. The Funds acknowledges that: (i) as between the Funds and the Service Provider, the Service Provider is the owner of all Service Provider IP; and (ii) the Service Provider has the right to use Service Provider IP to perform services for other Service Provider customers (including services that are similar or identical to those performed for the Funds). Except as specifically set forth in clause 5: (a) this Agreement does not confer upon the Funds any right, interest, claim, or title in or to any Service Provider IP; and (b) no license (whether express or implied) is granted to the Funds, by estoppel or otherwise, to any Service Provider IP.
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Service Provider IP. Customer acknowledges that, as between Customer and Service Provider, Service Provider owns all right, title, and interest, including all intellectual property rights, in and to the Service Provider IP and, with respect to Third-Party Materials, the applicable third-party providers own all right, title, and interest, including all intellectual property rights, in and to the Third-Party Materials.
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Service Provider IP. 8.2.1 With respect to Service Provider IP that is not Software, to the extent Prudential requires use of any such Service Provider IP in order to receive the benefit of the Services, Service Provider Contracting Party hereby grants Prudential Contracting Party a global, irrevocable, royalty free and non-exclusive license for Prudential to access, use, copy, maintain and modify such Service Provider IP during the term of the Engagement Schedule and/or this Agreement. Such license shall extend to third parties providing services to, or for the benefit of, Prudential to the extent necessary for such services to be provided by such third parties to Prudential; provided, however, that such third parties are bound by confidentiality obligations similar to those of Prudential hereunder. - Prudential Confidential- 8.2.2 Any Service Provider IP that is Software and is listed in an Engagement Schedule shall be deemed preapproved by Prudential for use in connection with the Services. With respect to all other Service Provider IP that is Software, Service Provider shall obtain Prudential's approval of any such Service Provider IP prior to Service Provider's use of such Service Provider IP in connection with the Services. If any Service Provider IP that is Software is used in connection with the Services and Prudential requires use of such Software in order to receive the benefit of the Services, Service Provider Contracting Party hereby grants, and shall procure, at Service Provider’s expense, from any applicable third party the right to grant, Prudential Contracting Party a global, royalty-free and non-exclusive license to install, access, use, copy, maintain and modify such Software on Prudential’s servers, including but not limited to, virtualized computing environments. Authorized users shall have the right to access and use such Software as required from such environments from any end-point device, regardless of who owns such end-point device, where such end-point device is located, or how such end-point device is connected to the processing environment. Such license shall be for the Term and extend to third parties providing services to, or for the benefit of, Prudential to the extent necessary for such services to be provided by such third parties to Prudential; provided, however, that such third parties are bound by confidentiality obligations similar to those of Prudential hereunder. 8.2.3 With respect to Service Provider IP that is embedded in or practiced b...
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Service Provider IP. Dyax will not use the name(s), trademark(s) or trade name(s), whether registered or not, of Service Provider in any publicity or press releases or advertising or in any manner, including customer lists, without Service Provider’s prior written consent. Service Provider shall timely respond to any request for such consent. Consent by Service Provider shall not be valid unless obtained from Service Provider’s President, Infusion and Respiratory Services, and such consent shall not be unreasonably withheld. Service Provider's Marks (whether owned by Service Provider or licensed to Service Provider) shall remain the exclusive property of, and the use thereof by Dyax shall inure to the exclusive benefit of, Service Provider, and, upon expiration or termination of this Agreement for whatever reason, use by Dyax of Service Provider's Marks shall cease.
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Related to Service Provider IP

  • The Service Provider upon receipt of a notice contemplated under clause 19.1 shall discontinue the supply of all services or goods under this Agreement, to the extent specified, and on the date specified in the notice.

  • Service Provider A public or private vendor that is funded in whole or in part using grant funds and obligated under the terms of a procurement contract with the Grantee to provide goods and/or services for the operation, management, or administration of juvenile probation services and juvenile justice programs.

  • Service Provider Obligations Service Provider shall make the Software and the Services required for provisioning the Software (Software and Services hereinafter together and individually may also be referred to as “Service” or “Services”) available to Customer as described in the Services Description and in the Services Specific Terms (together hereinafter referred to as “Services Description”) referenced in the Order Forms and according to the terms and conditions of this Agreement. Service Provider may amend the Services from time to time, provided that such amendments shall not materially diminish the overall Service. Service Provider aims to provide the Software access to Customer within two (2) working days upon the Effective Date, unless otherwise set forth in the Services Description. The Software may consist of a web application provided to Customer in form of a software as a service solution and a mobile application to be installed by Customer on its mobile device. The agreed scope and quality of the Services is exclusively set forth in the Services Description. Public statements concerning the Service made by Service Provider or its agents will only take form when expressively confirmed by Service Provider in writing. Notwithstanding section 7.1, information and specifications contained within the Services Description shall not qualify as warranty or guarantee with regards to the Service’s quality or as any other kind of guarantee, unless they have been confirmed as such by Service Provider in writing. Service Provider may update and improve the Services from time to time; any such Updates, meaning software that remedies "Defects" (as defined in section 7.4) in the Services and/or may include minor improvements of the Services, are included in the Agreement. In addition to Updates, Service Provider may offer Upgrades and/or Add-On Services to the Services, where “Upgrades” mean new capabilities or functionalities of the Services and “Add-On Services” either mean (i) new and/or additional functionality packages in form of separate modules to the Services, or (ii) integrations or connection applications with other Hilti or third party software applications. Upgrades and Add-On Services are only subject to the Agreement, if ordered separately and paid for by Customer, where additional terms and conditions may apply.

  • Service Provided 2.1 AT&T OKLAHOMA will use the practices and procedures and the rules and regulations applicable to its provision of White Pages directories on a nondiscriminatory basis. AT&T OKLAHOMA will include in appropriate White Pages directories the primary alphabetical listings of all CLEC customers (other than non-published or non-list Customers) located within the local directory area. When CLEC provides its subscriber listing information to AT&T OKLAHOMA’s listings database, CLEC will receive for its End User, one primary listing in AT&T OKLAHOMA’s White Pages directory and a listing in AT&T OKLAHOMA’s directory assistance database. 2.2 CLEC will furnish to AT&T OKLAHOMA subscriber listing information pertaining to CLEC customers located within the AT&T OKLAHOMA local directory area, along with such additional information as AT&T OKLAHOMA may require to prepare and print the alphabetical listings of said directory. AT&T OKLAHOMA will accept listing information from CLEC according to the manual and mechanized listing methods, procedures and ordering instructions provided via the CLEC Online website. CLEC agrees to submit listing information via the mechanized process within six (6) months of the effective date of this Attachment, or upon CLEC reaching a volume of two hundred (200) listing updates per day, whichever comes first. Notwithstanding the foregoing, CLEC may continue to manually submit directory listing information for complex caption sets with two (2) or greater degrees of indent. CLEC will submit listing information within three (3) Business Days of installation, disconnection or other change in service (including change of non-listed or non-published status) affecting the Directory Assistance database or the directory listing of a CLEC retail end users. AT&T OKLAHOMA shall process CLEC orders for updates to subscriber listing information within three (3) Business Days of receipt. CLEC must submit all listing information intended for publication by the directory close date. Both parties will use commercially reasonable efforts to ensure the accuracy of the submission and processing of the listing updates. 2.3 AT&T OKLAHOMA will include the listing information for CLEC’s customers for Resale services in AT&T OKLAHOMA’s White Pages directory database in the same manner as it includes listing information for AT&T OKLAHOMA’s end user customers. 2.4 AT&T OKLAHOMA will provide, via the AT&T CLEC Online web site, the directory listing criteria, methods, procedures and ordering information to CLEC for White Pages listings and will provide changes to such criteria not later than thirty (30) days in advance of such changes becoming effective. This information will include, but not be limited to: 2.4.1 Business rules for standard White Pages listings (e.g., space restrictions, non-listed and non- published listings, abbreviated listings, secondary, additional and foreign listings); 2.4.2 Business rules for residential Enhanced White Pages (e.g., bold, indent, italics) listings available. 2.5 Publication schedules for the White Pages: CLEC can access via the AT&T CLEC Online website, the directory close dates for areas where CLEC is providing local service. AT&T OKLAHOMA will provide directory schedule updates, including the directory schedule for a new calendar year, not later than thirty

  • SERVICE PROVIDER’S PERSONNEL 10.1 The Service Provider’s Personnel shall be regarded at all times as employees, agents or Subcontractors of the Service Provider and no relationship of employer and employee shall arise between Transnet and any Service Provider Personnel under any circumstances regardless of the degree of supervision that may be exercised over the Personnel by Transnet. 10.2 The Service Provider warrants that all its Personnel will be entitled to work in South Africa or any other country in which the Services are to be performed. 10.3 The Service Provider will ensure that its Personnel comply with all reasonable requirements made known to the Service Provider by Transnet concerning conduct at any Transnet premises or any other premises upon which the Services are to be performed [including but not limited to security regulations, policy standards and codes of practice and health and safety requirements]. The Service Provider will ensure that such Personnel at all times act in a lawful and proper manner in accordance with these requirements. 10.4 Transnet reserves the right to refuse to admit or to remove from any premises occupied by or on behalf of it, any Service Provider Personnel whose admission or presence would, in the reasonable opinion of Transnet, be undesirable or who represents a threat to confidentiality or security or whose presence would be in breach of any rules and regulations governing Transnet's Personnel, provided that Transnet notifies the Service Provider of any such refusal [with reasons why]. The reasonable exclusion of any such individual from such premises shall not relieve the Service Provider from the performance of its obligations under this Agreement. 10.5 The Service Provider agrees to use all reasonable endeavours to ensure the continuity of its Personnel assigned to perform the Services. If any re-assignment by the Service Provider of those Personnel is necessary, or if Transnet advises that any such Personnel assigned are in any respect unsatisfactory, including where any such Personnel are, or are expected to be or have been absent for any period, then the Service Provider will promptly supply a replacement of equivalent calibre and experience, and any such replacement shall be approved by Transnet prior to commencing provision of the Services, such approval not to be unreasonably withheld or delayed.