Xxxxxxxx; Derivative Works Sample Clauses

Xxxxxxxx; Derivative Works. If Customer, at any time during the Term, provides Datapath with comments, suggestions or other feedback (collectively, “Feedback”) regarding the Datapath Services or Datapath Technology, Datapath will own such Feedback as derivative works of Datapath Services or Datapath Technology. Customer agrees that all Feedback is and shall be given entirely voluntarily. Datapath’s use of Feedback will not cause any Datapath product, technology, service or documentation incorporating or derived from such Feedback, or any Datapath intellectual property rights therein, to be licensed to or otherwise shared with Customer or any third party. Furthermore, except as otherwise provided herein or in a separate subsequent written agreement between the parties, Datapath shall be free to use, disclose, modify, reproduce, license, distribute, practice, commercialize, further develop and otherwise freely exploit the Feedback as it determines in its sole discretion without obligation to Customer or restriction of any kind. If despite the express agreement of the parties to the contrary, Customer is deemed to own any Feedback, Customer hereby grants to Datapath a non-exclusive, royalty-free, fully paid up, perpetual, irrevocable, worldwide license to use, disclose, modify, reproduce, license, distribute, practice, commercialize, further develop and otherwise freely exploit without restriction or payment of any kind all such Feedback.
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Xxxxxxxx; Derivative Works. If Customer, at any time during the Term, provides TekLinks with comments, suggestions or other feedback (collectively, “Feedback”) regarding the TekLinks Services or TekLinks Technology, TekLinks will own such Feedback as derivative works of TekLinks Services or TekLinks Technology. Customer agrees that all Feedback is and shall be given entirely voluntarily. TekLinks’ use of Feedback will not cause any TekLinks product, technology, service or documentation incorporating or derived from such Feedback, or any TekLinks intellectual property rights therein, to be licensed to or otherwise shared with Customer or any third party. Furthermore, except as otherwise provided herein or in a separate subsequent written agreement between the parties, TekLinks shall be free to use, disclose, modify, reproduce, license, distribute, practice, commercialize, further develop and otherwise freely exploit the Feedback as it determines in its sole discretion without obligation to Customer or restriction of any kind. If despite the express agreement of the parties to the contrary, Customer is deemed to own any Feedback, Customer hereby grants to TekLinks a non-exclusive, royalty-free, fully paid up, perpetual, irrevocable, worldwide license to use, disclose, modify, reproduce, license, distribute, practice, commercialize, further develop and otherwise freely exploit without restriction or payment of any kind all such Feedback.
Sample 1
Xxxxxxxx; Derivative Works. If Customer, at any time during the Term, provides Bright Bear Technology Solutions with comments, suggestions or other feedback (collectively, “Feedback”) regarding the Bright Bear Technology Solutions Services or Bright Bear Technology Solutions Technology, Bright Bear Technology Solutions will own such Feedback as derivative works of Bright Bear Technology Solutions Services or Bright Bear Technology Solutions Technology. Customer agrees that all Feedback is and shall be given entirely voluntarily. Bright Bear Technology Solutions’ use of Feedback will not cause any Bright Bear Technology Solutions product, technology, service or documentation incorporating or derived from such Feedback, or any Bright Bear Technology Solutions intellectual property rights therein, to be licensed to or otherwise shared with Customer or any third party. Furthermore, except as otherwise provided herein or in a separate subsequent written agreement between the parties, Bright Bear Technology Solutions shall be free to use, disclose, modify, reproduce, license, distribute, practice, commercialize, further develop and otherwise freely exploit the Feedback as it determines in its sole discretion without obligation to Customer or restriction of any kind. If despite the express agreement of the parties to the contrary, Customer is deemed to own any Feedback, Customer hereby grants to Bright Bear Technology Solutions a non-exclusive, royalty-free, fully paid up, perpetual, irrevocable, worldwide license to use, disclose, modify, reproduce, license, distribute, practice, commercialize, further develop and otherwise freely exploit without restriction or payment of any kind all such Feedback.
Sample 1

Related to Xxxxxxxx; Derivative Works

  • Derivative Works Constellation Beers shall acquire no ownership rights in the Licensed Intellectual Property or derivative works based thereon or any intellectual property deemed to be owned by Marcas Modelo or Modelo Group as a result of this Agreement. Constellation Beers shall, at any time requested by Marcas Modelo or Modelo Group, whether during or subsequent to the term hereof, disclaim in writing any such property interest or ownership in the Licensed Intellectual Property.

  • SOFTWARE PRODUCT LICENSE The SOFTWARE PRODUCT is protected by copyright laws and international copyright treaties, as well as other intellectual property laws and treaties. The SOFTWARE PRODUCT is licensed, not sold.

  • Source Code 5.1 Nothing in this XXXX shall give to the User or any other person any right to access or use the Source Code or constitute any licence of the Source Code.

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you.

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

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

  • Antivirus software All workstations, laptops and other systems that process and/or store PHI COUNTY discloses to CONTRACTOR or CONTRACTOR creates, receives, maintains, or transmits on behalf of COUNTY must have installed and actively use comprehensive anti-virus software solution with automatic updates scheduled at least daily.

  • Foreground IP The following subparagraphs of this paragraph e shall not apply to any Services to the extent their development was funded by the U.S. Government. i. All IP conceived, developed, or first reduced to practice by, for, or with Seller, either alone or with others, in performance of this Contract (collectively, “Foreground IP”) shall be the exclusive property of Buyer. To the extent Foreground IP consists of works of authorship, such works shall be works made for hire with the copyrights vesting in Buyer. Seller hereby transfers, conveys, and assigns all right, title and interest in such Foreground IP free of charge to Buyer. Seller hereby irrevocably transfers, conveys, and assigns all right, title and interest in any other Foreground IP not considered a work made for hire free of charge to Buyer. Seller shall protect Foreground IP that is Proprietary Information and Materials as required by this Contract and shall mark documents or portions of documents containing Foreground IP as “Boeing Proprietary” information or as otherwise directed by Xxxxx in writing. ii. Seller will, within two (2) months after conception or first actual reduction to practice of any invention and prior to Contract completion, disclose in writing to Buyer all inventions, whether or not patentable, in sufficient technical detail to clearly convey the invention to one skilled in the art to which the invention pertains. Seller shall promptly execute all written instruments, and assist as Buyer reasonably directs in order to file, acquire, prosecute, maintain, enforce and assign Buyer’s Foreground IP rights. Seller hereby irrevocably appoints Xxxxx and any of Buyer’s officers and agents as Xxxxxx’s attorney in fact to act on Xxxxxx’s behalf and instead of Seller, with the same legal force and effect as if executed by Xxxxxx, with respect to executing any such written instruments. iii. Buyer grants to Seller a non-exclusive, royalty-free right during the term of this Contract to use, reproduce, modify, practice and prepare derivative works of any Foreground IP solely as necessary for Seller to perform its obligations under this Contract, except that, notwithstanding the foregoing, Seller may use and disclose Proprietary Information and Materials as permitted under this Contract. Seller shall not, without Buyer’s prior written consent, use Foreground IP or such derivative works in any manner not authorized under this Contract, including, but not limited to, developing, manufacturing, obtaining a certification to manufacture, offering for sale or selling any product, equipment, or service which utilizes or is enabled by Foreground IP.

  • Software Products Save as otherwise set forth in the Agreement, the right to use any Software Product is personal to the Licensee, for its own internal use, and is non-transferable, except with the Licensor’s prior written consent, in which case the Licensee shall cause the assignee or sub-licensee to agree to the terms of this Software License.

  • Licensed Technology (a) LICENSOR is not aware of any interference, infringement, misappropriation, or other conflict with any intellectual property rights of third parties, and LICENSOR has never received any charge, complaint, claim, demand, or notice alleging any such interference, infringement, misappropriation, or violation (including any claim that LICENSOR must license or refrain from using any intellectual property rights of any third party). To the knowledge of LICENSOR, no third party has interfered with, infringed upon, misappropriated, or otherwise come into conflict with any of the LICENSED TECHNOLOGY. (b) Exhibit A identifies each patent or registration which has been issued to LICENSOR with respect to any of the LICENSED TECHNOLOGY and identifies each pending patent application or application for registration which LICENSOR has made with respect to any of the LICENSED TECHNOLOGY. LICENSEE acknowledges that LICENSOR has previously made available to LICENSEE correct and complete copies of all such patents, registrations and applications (as amended to-date) in LICENSOR’s possession and has made available to LICENSEE correct and complete copies of all other written documentation in LICENSOR’s possession evidencing ownership and prosecution (if applicable) of each such item. (c) Exhibit A identifies each item of LICENSED TECHNOLOGY that is assigned to LICENSOR or that LICENSOR uses pursuant to license, sublicense, agreement, or permission. LICENSOR has made available to LICENSEE correct and complete copies of all such licenses, sublicenses, agreements, patent prosecution files and permissions (as amended to-date) in LICENSOR’s possession. With respect to each item of LICENSED TECHNOLOGY required to be identified in Exhibit A and to the knowledge of LICENSOR: (i) the license, sublicense, agreement, or permission covering the item is legal, valid, binding, enforceable, and in full force and effect; (ii) the license, sublicense, agreement, or permission will continue to be legal, valid, binding, enforceable, and in full force and effect on identical terms following the consummation of the transactions contemplated hereby; (iii) no Party to the license, sublicense, agreement, or permission is in breach or default, and no event has occurred which with notice or lapse of time would constitute a breach or default or permit termination, modification, or acceleration thereunder; (iv) no party to the license, sublicense, agreement, or permission has repudiated any provision thereof; (v) the underlying item of LICENSED TECHNOLOGY is not subject to any outstanding lien or encumbrance, injunction, judgment, order, decree, ruling, or charge; (vi) no action, suit, proceeding, hearing, investigation, charge, complaint, claim, or demand is pending or is threatened which challenges the legality, validity, or enforceability of the underlying item of LICENSED TECHNOLOGY; and (vii) except as provided in Exhibit A, LICENSOR has not granted any license or similar right to the LICENSED TECHNOLOGY within the GENERAL FIELD or PARTHENOGENESIS FIELD.

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