Common use of Vendor Ownership Clause in Contracts

Vendor Ownership. As between VENDOR and COUNTY, VENDOR shall be the sole owner of all right, title, and interest in and to the Software, the Documentation, and any and all copies or Derivatives therein or thereof, created by either Party, exclusive only of the COUNTY Materials. COUNTY hereby irrevocably grants, transfers, and assigns to VENDOR, without reservation, all worldwide ownership rights, title, and interest, including, without limitation, any and all Patent, Copyright, Trademark, and/or Trade Secret rights, which COUNTY may have or acquire, by operation of law or otherwise, in and to any or all of the Software, the Documentation, and in and to any other Intellectual Property of VENDOR, along with the good will of the business appurtenant to the use of any of the same. COUNTY further hereby irrevocably transfers and assigns to VENDOR any and all moral rights COUNTY may have in and to such Software, the Documentation, and in and to any other Intellectual Property of VENDOR, and hereby forever waives and agrees never to assert any moral rights it may have therein, either prior to or following the termination of the license granted pursuant to this Agreement. COUNTY shall, at the request of VENDOR, execute any and all documentation necessary to formally transfer such rights to VENDOR. COUNTY Ownership. As between VENDOR and COUNTY, COUNTY shall be the sole owner of all right, title, and interest in and to all COUNTY Materials. VENDOR hereby irrevocably grants, transfers, and assigns to COUNTY, without reservation, all worldwide ownership rights, title, and interest, including, without limitation, any and all Intellectual Property rights, which VENDOR may have or acquire, by operation of law or otherwise, in and to any or all of the COUNTY Materials, along with the good will of the business appurtenant to the use of any of the same. VENDOR further hereby irrevocably transfers and assigns to COUNTY any and all moral rights VENDOR may have in such COUNTY Materials, and hereby forever waives and agrees never to assert any moral rights it may have therein, even after termination of the license granted pursuant to this Agreement. VENDOR shall, at the request of COUNTY, execute any and all documentation necessary to formally transfer such rights to COUNTY.