Licensor Enhancements definition
Examples of Licensor Enhancements in a sentence
Licensor hereby grants to SNDC, subject to the terms and conditions of this Agreement, a fully paid up, exclusive license, in and limited to the Territory, under the Licensed Intellectual Property, to develop, make, have made, use, offer for sale, sell, and import, GPI 1485, Licensor Enhancements, and other Licensed Products and Services, in and limited to the Field.
During the Development Period, Licensor shall provide SNDC with a report every calendar quarter identifying any new Licensor Enhancements and delivering all newly acquired or newly created Tangible Materials to SNDC.
Licensee acknowledges and agrees that, as between Licensor and Licensee, all right, title and interest in and to (a) the Licensed Software and the Documentation, as they exist as of the date of this Agreement, (b) all Licensor Enhancements, (c) all Derivative Works prepared by Licensor and (d) all copyrights and other intellectual property rights with respect to the items referred to in clauses (a), (b) and (c), shall be owned exclusively by Licensor.
Licensor Enhancements" shall mean Enhancements which are developed by Licensor.
Licensee shall protect the confidentiality of the Licensed Software, the Documentation, and all Licensor Enhancements, using at least as great a degree of care as it uses in protecting its own highly valuable and confidential trade secrets, but no less than a reasonable degree of care under the circumstances.
Title to all developments, enhancements and improvements which are not Licensor Derivative Works or Licensor Enhancements, which either originate with or are paid for by Licensee (other than payments to Licensor, its Affiliates or their agents), shall be the property of Licensee.
Licensor shall retain all ownership rights in and to the Licensed Products, Licensor Enhancements and Licensor Derivative Works.
Licensee assigns any interest it may be deemed to possess in any Licensed Products, Licensor Enhancements and Licensor Derivative Works to Licensor and will assist Licensor in every reasonable way, at Licensor's expense, to obtain, secure, perfect, maintain, defend and enforce, for Licensor's benefit, all intellectual property rights with respect to such properties.
Licensor acknowledges that Licensee may at any time after the date of this Agreement develop, market, distribute and/or license software products similar to and/or competitive with the Licensed Software, the Licensor Enhancements and/or the Licensee Enhancements, and that nothing contained in this Agreement shall limit in any way Licensee's right to do so.
Those individuals or business entities, who, during the Exclusive Period, have been verbally contacted by one party to this Agreement prior to the other party to this Agreement and such contact has shown reasonable interest in purchasing a license to the Licensed Software, or in the case of the Licensor, any Licensor Enhancements, or in the case of the Licensee, any Licensee Enhancements, shall be placed on a shared leads list (the "Shared Leads List") by the Licensor or the Licensee, as the case may be.