UTILIZATION OF INVENTIONS AND ENHANCEMENTS Sample Clauses

UTILIZATION OF INVENTIONS AND ENHANCEMENTS. (a) With respect to jointly owned Inventions, the parties shall negotiate in good faith the terms and conditions under which each shall be entitled to license and otherwise exploit its interest during the Term and thereafter. (b) With respect to jointly owned Enhancements: (i) during the Term and only during the Term, Licensee shall have the right, for no additional fees or royalties, to utilize such Enhancements pursuant and subject to the terms of this Agreement (e.g., Licensee shall have the right to utilize Enhancements to Category I Technology in the same manner as Licensee is entitled to utilize Category I Technology under this Agreement); and (ii) Licensor shall have a perpetual, worldwide, royalty free license to exploit and use the jointly owned Enhancements during the Term, subject to the terms of this Agreement and to Licensee's rights and licenses with respect to the applicable Category of Technology (including as set forth in Section 1.1 and 5.1 above), and at all times thereafter. (c) With respect to Enhancements developed during the Term and owned by Licensor, Licensee shall have the rights described in clause (i) of subsection (b) above. (d) With respect to Enhancements developed during the Term and owned by Licensee: (i) during the Term and only during the Term, Licensee shall have the right to utilize such Enhancements pursuant and subject to the terms of this Agreement (e.g., Licensee shall have the right to utilize Enhancements to Category I Technology in the same manner as Licensee is entitled to utilize Category I Technology under this Agreement); and (ii) Licensor shall have a perpetual, worldwide, royalty free license to exploit and use such Enhancements during the Term, subject to the terms of this Agreement and to Licensee's rights and licenses with respect to the applicable Category of Technology (including as set forth in Section 1.1 and 5.1 above), and at all times thereafter. (e) With respect to Inventions arising during the Term and owned by Licensor, if Licensor at its discretion and election determines to offer to any party such Inventions for use in the [*] market, then Licensee shall be entitled to a right of first refusal to license and utilize such technology in the [*] market on mutually acceptable terms (which may include exclusive or non-exclusive license rights). (f) With respect to Inventions arising during the Term and owned by Licensee, if Licensee at its discretion and election determines to offer to any party s...
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Related to UTILIZATION OF INVENTIONS AND ENHANCEMENTS

  • Protection of Investments 1. All investments made by investors of either Contracting Party shall enjoy, in the territory of the other contracting party fair and equitable treatment. 2. Subject to the measures necessary for the maintenance of public order, such investments will enjoy a constant protection and security, excluding any unjustified or discriminatory measure which could adversely affect, in law or in fact, management, maintenance, use, enjoyment or disposal of such investments.

  • Promotion and Protection of Investments 1. Each Contracting Party shall in accordance with its laws and regulations promote, create favorable conditions for investments by investors of the other Contracting Party and admit such investments. 2. Each Contracting Parly shall at all times accord in its territory to investments of investors of the other Contracting Party fair and equitable treatment and full and constant protection and security. 3. Each Contracting Party shall not impair by unreasonable, arbitrary or discriminatory measures the management, maintenance, use, enjoyment, acquisition or disposal of investments in its territory of investors of the other Contracting Xxxxx.

  • Promotion and Protection of Investment (1) Each Contracting Party shall encourage and create favourable conditions for investors of the other Contracting Party to make investments in its territory, and admit such investments in accordance with its laws and policy. (2) Investments and returns of investors of each Contracting Party shall at all times be accorded fair and equitable treatment in the territory of the other Contracting Party.

  • Protection of Improvements So far as practicable, Purchaser shall protect Specified Roads and other improvements (such as roads, trails, telephone lines, ditches, and fences): (a) Existing in the operating area, (b) Determined to have a continuing need or use, and

  • Promotion of Investments 1. Each Contracting Party shall promote investments in its territory by investors of the other Contracting Party and shall accept such investments in accordance with its legislation. 2. In particular, each Contracting Party shall authorize the conclusion and the fulfilment of licence contracts and commercial, administrative or technical assistance agreements, as far as these activities are in connection with such investments.

  • Application of Funding Techniques to Programs 6.3.1 The State shall apply the following funding techniques when requesting Federal funds for the component cash flows of the programs listed in sections 4.2 and 4.3 of this Agreement. 6.3.2 Programs Below are programs listed in Section 4.2 and Section 4.3.

  • Examination of Implementation 1. Without prejudice to the procedures set out in Article 188 (Compensation), once the period of time set out in paragraph 3 of Article 186 (Implementation of the Report) has expired, and there is disagreement between the disputing Parties as to the existence or consistency of the measures taken to comply with the Panel report, such dispute shall be referred to the original Panel wherever possible. If not possible, the procedure pursuant to Article 179 (Panel Selection) shall be followed to appoint a new Panel, in which event the periods set out thereof shall be reduced by half (22). 2. This Panel shall issue its report on the matter within 60 days after the date of the referral of the matter to it. When the Panel considers that it cannot provide its report within this timeframe, it shall inform the Parties in writing of the reasons for the delay together with an estimate of the period within which it will submit its report. Any delay shall not exceed a further period of 30 days unless the Parties otherwise agree.

  • Designation of Information Xxxxx shall clearly identify any portions of its submissions that it believes are trade secrets, or information that is commercial or financial and privileged or confidential, and therefore potentially exempt from disclosure under the Freedom of Information Act (FOIA), 5 U.S.C. § 552. Xxxxx shall refrain from identifying any information as exempt from disclosure if that information does not meet the criteria for exemption from disclosure under FOIA.

  • Protection of Intellectual Property Subject to and except as permitted by the Credit Agreement, such Grantor shall use commercially reasonable efforts not to do any act or omit to do any act whereby any of the Intellectual Property that is material to the business of Grantor may lapse, expire, or become abandoned, or unenforceable, except as would not reasonably be expected to have a Material Adverse Effect.

  • Protection of Intellectual Property Rights Borrower and each of its Subsidiaries shall: (a) use commercially reasonable efforts to protect, defend and maintain the validity and enforceability of its Intellectual Property that is material to Borrower’s business; (b) promptly advise Collateral Agent in writing of material infringement by a third party of its Intellectual Property; and (c) not allow any Intellectual Property material to Borrower’s business to be abandoned, forfeited or dedicated to the public without Collateral Agent’s prior written consent.

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