Vendor Materials Sample Clauses

Vendor Materials. Notwithstanding anything contained in this Part 4 to the contrary, Provident shall be responsible for procuring all vendor materials, including but not limited to PPO directories, managed care cards (other than policy issue I.D. cards which are the responsibility of HPS and shall be at HPS's cost), pharmaceutical cards, and other vendor cards and materials. HPS shall be responsible for mailing all vendor materials and the mailing cost.
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Vendor Materials. Vendor acknowledges that neither Vendor nor Vendor Personnel will retain any Intellectual Property Rights in and to the Work Product beyond those rights expressly designated in this Section 7.3 (Vendor Materials) and Section 7.4 (Third Party Intellectual Property). If any Vendor Materials are incorporated into any Work Product or are otherwise provided in conjunction with the Professional Services, Vendor will so notify Purchaser, and Vendor is conclusively deemed to have (at no additional cost) granted to Purchaser and its Affiliates a perpetual, worldwide, irrevocable, royalty-free, fully paid-up, non- exclusive license to: (a) use, execute, reproduce, display, perform, distribute, and prepare derivative works of Vendor Materials in conjunction with its internal business functions (including use of any Work Product); and (b) authorize others from time to time to do any or all of the foregoing. If the performance of any Work Product can be impaired or compromised as a result of a defect or malfunction in Vendor Materials, then Vendor will correct the defect or malfunction at no additional cost to Purchaser.‌
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Vendor Materials. All information, data, and materials of Vendor or other third parties that Vendor develops or acquires prior to, during, or after, or independently of, this Agreement, and derivative works thereof, even if created as part of this Agreement (the “Vendor Materials”), are and shall remain the exclusive property of Vendor or its licensors, including derivative works of the foregoing created as part of the Services to the extent such derivative works do not incorporate any of Customer’s Confidential Information. Vendor hereby includes Vendor Materials in the License as a part of the Services. All Vendor Materials shall be subject to the confidentiality provisions of this Agreement. Any additional license terms and conditions shall be as mutually agreed in writing.
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Vendor Materials. Except for Company Materials as defined in Section (B) of this paragraph, the parties agree that Vendor retains all right, title and interest in and to its educational materials (whether online, digital, written or in person) (the “Educational Materials”) and all original works of authorship, inventions, processes, concepts, documents, work product and other materials or other proprietary information made accessible or delivered to Company under this Agreement or prepared by or on behalf of Vendor in the Program of performing the Services (collectively, “Vendor Materials”), including all copyrights, patents, patent disclosures, inventions (whether patentable or not), trademarks, service marks, trade secrets, know- how and other confidential information, trade dress, logos, corporate names and domain names, together with all the goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights”) contained therein.
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Vendor Materials. As between the Vendor and the Judicial Council, the Vendor retains all its rights, title and interest in and to, all Vendor Materials . To the extent that the Services or Deliverables include Vendor Materials, Vendor grants to the Judicial Branch Group, without additional charge, a perpetual, irrevocable, royalty-free, license to use the Vendor Materials for California judicial branch business and operations. Without limiting any other provision of this Agreement, the Judicial Council shall have the right to approve in writing the installation of any software owned by Vendor (“Vendor Proprietary Software”) prior to the Vendor’s installation of such Vendor Proprietary Software into the Systems. Upon installation of any Vendor Proprietary Software to provide the Services, the Vendor grants to the Judicial Branch Group, together with their respective subcontractors and consultants , rights of access to, and use of, such Vendor Proprietary Software during the Term of this Agreement and the Termination Assistance Period as reasonably necessary to receive the Services. The Judicial Branch Group will not be bound by and does not accept any “shrink-wrap,” “click-wrap,” or “click-thru” terms or conditions or any other terms or conditions, express or implied, that are contained in or that may accompany the Vendor Proprietary Software or Vendor Third Party Software.
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Vendor Materials. The parties recognize that in the course of performing the Services contemplated by this Contract, Vendor may use or incorporate certain proprietary know-how, methodologies, data, process, templates, materials, or technology that existed before the Effective Date or that are developed independently of this Contract after the Effective Date (“Vendor Materials”). Vendor Materials do not include Vendor’s commercially available software, the rights to which are provided for in Section
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Vendor Materials 
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Related to Vendor Materials

  • Customer Materials Subject to Section 4(a), all right, title and interest (including all Intellectual Property Rights) in and to the Customer Materials are owned by Customer or Customer’s suppliers.

  • Operator Materials Operator retains all right, title and interest in and to any and all of Operator’s software, materials, tools, forms, documentation, training and implementation materials and intellectual property (“Operator Materials”). Operator grants to the LEA a personal, nonexclusive license to use the Operator Materials for its own non-commercial, incidental use as set forth in the Service Agreement. Operator represents that it has all intellectual property rights necessary to enter into and perform its obligations in this DPA and the Service Agreement, warrants to the District that the District will have use of any intellectual property contemplated by the Service Agreement free and clear of claims of any nature by any third Party including, without limitation, copyright or patent infringement claims, and agrees to indemnify the District for any related claims.

  • Third Party Materials The Application may display, include, or make available third-party content (including data, information, applications, and other products, services, and/or materials) or provide links to third-party websites or services, including through third- party advertising ("Third-Party Materials"). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality, or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties' terms and conditions.

  • Other Materials On each date on which the Company is required to deliver a certificate pursuant to Section 7(l), the Company shall have furnished to the Agent such appropriate further information, opinions, certificates, letters and other documents as the Agent may reasonably request. All such opinions, certificates, letters and other documents will be in compliance with the provisions hereof.

  • Product Information EPIZYME recognizes that by reason of, inter alia, EISAI’s status as an exclusive licensee in the EISAI Territory under this Agreement, EISAI has an interest in EPIZYME’s retention in confidence of certain information of EPIZYME. Accordingly, until the end of all Royalty Term(s) in the EISAI Territory, EPIZYME shall keep confidential, and not publish or otherwise disclose, and not use for any purpose other than to fulfill EPIZYME’s obligations, or exercise EPIZYME’s rights, hereunder any EPIZYME Know-How Controlled by EPIZYME or EPIZYME Collaboration Know-How, in each case that are primarily applicable to EZH2 or EZH2 Compounds (the “Product Information”), except to the extent (a) the Product Information is in the public domain through no fault of EPIZYME, (b) such disclosure or use is expressly permitted under Section 9.3, or (c) such disclosure or use is otherwise expressly permitted by the terms and conditions of this Agreement. For purposes of Section 9.3, each Party shall be deemed to be both the Disclosing Party and the Receiving Party with respect to Product Information. For clarification, the disclosure by EPIZYME to EISAI of Product Information shall not cause such Product Information to cease to be subject to the provisions of this Section 9.2 with respect to the use and disclosure of such Confidential Information by EPIZYME. In the event this Agreement is terminated pursuant to Article 12, this Section 9.2 shall have no continuing force or effect, but the Product Information, to the extent disclosed by EPIZYME to EISAI hereunder, shall continue to be Confidential Information of EPIZYME, subject to the terms of Sections 9.1 and 9.3 for purposes of the surviving provisions of this Agreement. Each Party shall be responsible for compliance by its Affiliates, and its and its Affiliates’ respective officers, directors, employees and agents, with the provisions of Section 9.1 and this Section 9.2.

  • Technical Information The Employer agrees to provide to the Union such information that is available relating to employees in the bargaining unit, as may be required by the Union for collective bargaining purposes.

  • Licensed Materials The materials that are the subject of this Agreement are set forth in Appendix A ("Licensed Materials").

  • Stored Materials The Department shall not be required to pay for materials stored at the site or stored at other locations absent prior written authorization to do so, which authorization may be withheld at the Department's sole discretion. If the Department expressly agrees to pay for materials stored at the site but not yet incorporated into the Work, the Application for Payment may also include a request for payment of the cost of such materials, if the materials have been delivered to the site, and suitably stored. Such requests shall be documented by appropriate invoices and bills of sale. Payment for stored materials shall be conditioned also on the Design-Builder’s representation that it has inspected the material and found it to be free from defect and otherwise in conformity with this Agreement, and on satisfactory evidence that the materials are insured under the builder’s risk policy. Further, if the Design-Builder requests the Department to allow payments for storage of materials offsite, the Design-Builder shall be required, inter alia, to agree to execution of proper documentation to afford the Department a secured interest in the materials upon payment.

  • THIRD PARTY WEBSITES AND CONTENT The Website contains (or you may be sent through the Website or the Company Services) links to other websites ("Third Party Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software and other content or items belonging to or originating from third parties (the "Third Party Content"). Such Third Party Websites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third Party Websites accessed through the Website or any Third Party Content posted on, available through or installed from the Website, including the content, accuracy, offensiveness, opinions, reliability, privacy practices or other policies of or contained in the Third Party Websites or the Third Party Content. Inclusion of, linking to or permitting the use or installation of any Third Party Website or any Third Party Content does not imply approval or endorsement thereof by us. If you decide to leave the Website and access the Third Party Websites or to use or install any Third Party Content, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any website to which you navigate from the Website or relating to any applications you use or install from the Website. Any purchases you make through Third Party Websites will be through other websites and from other companies, and Company takes no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party. Company reserves the right but does not have the obligation to:

  • Licensed Software Computer program(s) provided by Contractor in connection with the Deliverables, subject to Section 14 of this Contract.

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