USE AND EXPLOITATION OF INTELLECTUAL PROPERTY Sample Clauses

USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. 4.1 This Agreement does not affect the ownership of any Intellectual Property in any Background or in any other technology, design, work, invention, software, data, technique, Know-how, or materials that are not Results. The Intellectual Property in them will remain the property of the party that contributes them to the Project (or its licensors). No licence to use any Intellectual Property is granted or implied by this Agreement except the rights expressly granted in this Agreement.
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USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. 4.1 Each Party shall disclose Background Information, Materials & IP owned or controlled by it to the Project that it believes is reasonably required to enable or further the Project. This Agreement does not affect the ownership of any (i) Background Information, Materials & IP or (ii) technology, design, work, invention, software, data, technique, Know-how, or materials that are not Results and, accordingly, the Parties hereto agree that all right, title and interest in the Background Information, Materials & IP of each Party will remain the property of each such Party (or its licensors, as applicable). No licence to use any Background Information, Materials & IP or any other Intellectual Property is granted or implied by this Agreement except the rights expressly granted in this Agreement.
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USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. 4.1 This Agreement does not affect the ownership of any Intellectual Property in any Background or in any other technology, design, work, invention, software, data, technique, Know-how, or materials that are not Results. The Intellectual Property in them will remain the property of the party that contributes them to the Project (or its licensors) and any use of such Background may be subject to a separate license agreement. No licence to use any Intellectual Property is granted or implied by this Agreement except the rights expressly granted in this Agreement. For the avoidance of doubt, the Intellectual Property and Know-How relating to the Principal Investigator’s or University’s implementation of testing models currently the property of the University shall remain the sole property of the University and no licence to use such Intellectual Property or Know-How is granted or implied by this Agreement.
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USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. 3.1. This Agreement does not affect the ownership of any Background or any other information, techniques, data, results, design, technology, materials, inventions or software that are not Results. The Background will remain the property of the party that contributes it to the Project (or its licensors). No licence to use or sub-license any Intellectual Property, Background or Results is granted or implied except the rights expressly granted in this Agreement. All rights not expressly granted are reserved to the rights holder.
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USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. 4.1 No licence under any Intellectual Property owned or controlled by the Transferor is granted or implied by this Agreement other than the right for the Transferee to have possession of, and use, the Materials in accordance with the terms of this Agreement.
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USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. Subject to agreeing to keep all results confidential until they are published, each Party shall have the right to use all Project results and related Intellectual Property freely, for any purpose Should this Project result in any patentable invention(s), the Parties will enter in good faith into discussions as to the allocation of intellectual property rights pertaining to such patentable invention(s). Such patentable inventions will constitute and be considered Confidential Information. Until the Parties reach agreement on allocation, neither Party is authorized to disclose or use such patentable invention(s) without the consent of the other Parties.
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USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. No licence under any Intellectual Property owned or controlled by the University is granted or implied by this Agreement other than the right for the Company to have possession of, and use, the Materials in accordance with the terms of this Agreement. The University will own the Intellectual Property in the Results and in the Improvements, and may take such steps as it may decide from time to time, and at its own expense, to register and maintain any protection for that Intellectual Property, including filing and prosecuting patent applications for any of the Results. Where any third party such as a student or contractor is involved in the Project, the Company or the party engaging that contractor (as the case may be) will ensure that that student and that contractor assign any Intellectual Property they may have in the Results and in the Improvements in order to be able to give effect to the provisions of this clause 4.
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USE AND EXPLOITATION OF INTELLECTUAL PROPERTY. No licence under any Intellectual Property owned or controlled by the Company is granted or implied by this Agreement other than the right for the University to have possession of, and use, the Materials in accordance with the terms of this Agreement. The University will own the Intellectual Property in the Results, and may take such steps as it may decide from time to time, and at its own expense, to register and maintain any protection for that Intellectual Property, including filing and prosecuting patent applications for any of the Results. The Company will own the Intellectual Property in the Improvements and may take such steps as it may decide from time to time, and at its own expense, to register and maintain any protection for that Intellectual Property, including filing and prosecuting patent applications for any of the Improvements. Where any third party such as a student or contractor is involved in the Project, the University or the party engaging that contractor (as the case may be) will ensure that that student and that contractor assign any Intellectual Property they may have in the Results and in the Improvements in order to be able to give effect to the provisions of this clause 4. To the extent that any Intellectual Property in the Improvements is capable of prospective assignment, the University now assigns that Intellectual Property to the Sponsor; and to the extent any Intellectual Property in the Improvements cannot prospectively be assigned, the University will assign that Intellectual Property to the Company as and when it is created, at the request of the Company.
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Related to USE AND EXPLOITATION OF INTELLECTUAL PROPERTY

  • Registration of Intellectual Property Rights (a) Borrower shall register or cause to be registered on an expedited basis (to the extent not already registered) with the United States Patent and Trademark Office or the United States Copyright Office, as the case may be, those registrable intellectual property rights now owned or hereafter developed or acquired by Borrower, to the extent that Borrower, in its reasonable business judgment, deems it appropriate to so protect such intellectual property rights.

  • Protection of Intellectual Property Rights (a) (i) Protect, defend and maintain the validity and enforceability of its Intellectual Property; (ii) promptly advise Bank in writing of material infringements or any other event that could reasonably be expected to materially and adversely affect the value of its Intellectual Property; and (iii) not allow any Intellectual Property material to Borrower’s business to be abandoned, forfeited or dedicated to the public without Bank’s written consent.

  • Protection and Registration of Intellectual Property Rights (a) (i) Protect, defend and maintain the validity and enforceability of its Intellectual Property; (ii) promptly advise Bank in writing of material infringements of its Intellectual Property; and (iii) not allow any Intellectual Property material to Borrower’s business to be abandoned, forfeited or dedicated to the public without Bank’s written consent.

  • Protection of Intellectual Property 1. The Parties shall grant and ensure adequate, effective and non-discriminatory protection of intellectual property rights, and provide for measures for the enforcement of such rights against infringement thereof, counterfeiting and piracy, in accordance with the provisions of this Article, Annex VI and the international agreements referred to therein.

  • Acquisition of Intellectual Property Within 90 days after the end of each calendar year, such Grantor will notify the Collateral Agent of any acquisition by such Grantor of (i) any registration of any material Copyright, Patent or Trademark or (ii) any exclusive rights under a material Copyright License, Patent License or Trademark License constituting Collateral, and shall take such actions as may be reasonably requested by the Collateral Agent (but only to the extent such actions are within such Grantor’s control) to perfect the security interest granted to the Collateral Agent and the other Secured Parties therein, to the extent provided herein in respect of any Copyright, Patent or Trademark constituting Collateral on the date hereof, by (x) the execution and delivery of an amendment or supplement to this Agreement (or amendments to any such agreement previously executed or delivered by such Grantor) and/or (y) the making of appropriate filings (I) of financing statements under the Uniform Commercial Code of any applicable jurisdiction and/or (II) in the United States Patent and Trademark Office, or with respect to Copyrights and Copyright Licenses, another applicable office).

  • Definition of Intellectual Property The term “Intellectual Property” means:

  • Possession of Intellectual Property The Company and its subsidiaries own or possess, or can acquire on reasonable terms, adequate patents, patent rights, licenses, inventions, copyrights, know-how (including trade secrets and other unpatented and/or unpatentable proprietary or confidential information, systems or procedures), trademarks, service marks, trade names or other intellectual property (collectively, “Intellectual Property”) necessary to carry on the business now operated by them, and neither the Company nor any of its subsidiaries has received any notice or is otherwise aware of any infringement of or conflict with asserted rights of others with respect to any Intellectual Property or of any facts or circumstances which would render any Intellectual Property invalid or inadequate to protect the interest of the Company or any of its subsidiaries therein, and which infringement or conflict (if the subject of any unfavorable decision, ruling or finding) or invalidity or inadequacy, singly or in the aggregate, would result in a Material Adverse Effect.

  • Technology and Intellectual Property (a) Schedule 2.22(a) sets forth a complete and correct list of all (i) registered trademarks, service marks, domain names, copyrights and patents; (ii) applications for registration or grant of any of the foregoing; (iii) unregistered trademarks, service marks, trade names, logos and assumed names; and (iv) licenses for any of the foregoing, in each case, owned by or for the benefit of the Company or a Company Subsidiary, or used in or necessary to conduct the Company’s or a Company Subsidiary’s business as presently conducted. The items on Schedule 2.22(a), together with all other trademarks, service marks, trade names, logos, assumed names, patents, copyrights, trade secrets, computer software, licenses, formulae, customer lists or other databases, business application designs and inventions currently used in or necessary to conduct the businesses of the Company or of a Company Subsidiary, constitute the “Intellectual Property.”

  • License of Intellectual Property Each Party (a “Licensor”) grants the other Party (a “Licensee”) the non-exclusive, royalty-free, paid-up, worldwide, irrevocable, right, during the term of this Agreement, to use the Licensor’s Intellectual Property solely for the purposes of this Agreement and to carry out the Party’s functions consistent with its responsibilities and authority as set forth in the enable legislation and regulations. Such licenses shall not give the Licensee any ownership interest in or rights to the Intellectual Property of the Licensor. Each Licensee agrees to abide by all third-party license and confidentiality restrictions or obligations applicable to the Licensor’s Intellectual Property of which the Licensor has notified the Licensee in writing.

  • 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.

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