Supplier Background IPRs definition

Supplier Background IPRs means any Intellectual Property Rights vested in or licensed to the Supplier prior to or independently of the performance by the Customer of its obligations under this Call Off Contract and including, for the avoidance of doubt, guidance, specifications, instructions, toolkits, plans, data, drawings, databases, patents, patterns, software, models and designs, technical specifications, user manuals, operating manuals, process definitions and procedures and other documentation including any general modifications, amendments, updates and new releases of the same but excluding modifications, amendments, updates and new releases of the same which arise specifically in the course of the provision of the Goods and/or Services and the performance of the Supplier’s obligations under this Call Off Contact;
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Supplier Background IPRs. (a) Intellectual Property Rights owned by the Supplier before the Effective Date, for example those subsisting in the Supplier's standard development tools, program components or standard code used in computer programming or in physical or electronic media containing the Supplier's Know-How or generic business methodologies; and/or (b) Intellectual Property Rights created by the Supplier independently of this Agreement, which in each case is or will be used before or during the Term for designing, testing implementing or providing the Services but excluding Intellectual Property Rights owned by the Supplier subsisting in the Supplier Software;
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Supplier Background IPRs all Intellectual Property Rights that are owned by or licensed to the Supplier and which are or have been developed independently of the Quotation in each case either subsisting in the Products and Deliverables or otherwise necessary or desirable to enable a Client to receive and use the Services.
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Examples of Supplier Background IPRs in a sentence

  • The Supplier grants the Customer, or shall procure the direct grant to the Customer of, a fully paid-up, worldwide, non-exclusive, royalty-free licence during the term of the Service Contract to access the Supplier Background IPRs for the purpose of receiving and using the Services and the Deliverables in its business.

  • The Supplier and its licensors shall retain ownership of all Supplier Background IPRs. The Customer and its licensors shall retain ownership of all Customer Background IPRs.

  • Where the Supplier is unable to comply with Clause 22.5, the Supplier shall refrain from embedding or integrating any Supplier Background IPRs and/or Third Party IPRs with the Project Specific IPRs in such a way that could affect FCDO obtaining full benefit of the ownership of those Project Specific IPRs, except where FCDO has provided express written Approval to do so.

  • Where the Supplier is unable to comply with Clause24.5, the Supplier shall refrain from embedding or integrating any Supplier Background IPRs and/or Third Party IPRs with the Project Specific IPRs in such a way that could affect DFID obtaining full benefit of the ownership of those Project Specific IPRs, except where DFID has provided express written Approval to do so.

  • Where Approval is requested by the Supplier pursuant to Clause 33.3.4, the Supplier shall provide full details to the Contracting Authority of the Supplier Background IPRs to be included, along with details of the impact on the Contracting Authority’s right to use the Deliverables and Project Specific IPRs and, without prejudice to any other provision of this Call Off Contract, any licencing implications which may arise as a result.

  • The Supplier shall not include any Supplier Background IPRs in any of the Deliverables or Project Specific IPRs without the Approval of the Contracting Authority.

  • Where the Supplier is unable to comply with Clause25.5, the Supplier shall refrain from embedding or integrating any Supplier Background IPRs and/or Third Party IPRs with the Project Specific IPRs in such a way that could affect DFID obtaining full benefit of the ownership of those Project Specific IPRs, except where DFID has provided express written Approval to do so.

  • On the one hand, the Arbitral Tribunal was clear that enforcement jurisdiction in relation to violations of the safety zone had to be taken while the vessel was in the safety zone or in course of hot pursuit.

  • The Supplier hereby acknowledges and agrees that any Supplier Background IPRs which it includes in the Open Source Publication Material supplied to the Customer pursuant to Clause 34.10.2(e) and which have not been Approved for exclusion under Clause 34.10.4 will become Open Source and will hereby be licensed to the Customer under the Open Source licence terms adopted by the Customer and treated as such following publication by the Customer.

  • The Supplier shall not embed any Supplier Background IPRs or third party IPRs in any Release or Deliverable that is to be assigned to the Customer under this Contract without Approval from the Customer.


More Definitions of Supplier Background IPRs

Supplier Background IPRs means Intellectual Property Rights:- owned by the Supplier and/or a Sub‑contractor (and/or an Affiliate of the Supplier or a Sub‑contractor) whether before, on or after the relevant Call‑Off Effective Date, including those subsisting in the Supplier's and/or a Sub‑contractor's standard development tools, program components or standard code used in computer programming or in physical or electronic media containing the Supplier's and/or a Sub‑contractor's Know‑How or generic business methodologies and in each case which are created by the Supplier and/or a Sub‑contractor (and/or an Affiliate of the Supplier or a Sub‑contractor) independently of this Framework Agreement and/or a Call‑Off Contract (as appropriate) and in each case which are or will be used before or during the Call‑Off Term for designing, testing implementing or providing the Services, including in any Deliverables and/or which are incorporated into or are used or required to be used to use or exploit the Project Specific IPRs and/or Project Specific Software, including Intellectual Property Rights owned by the Supplier and/or a Sub‑contractor (and/or an Affiliate of the Supplier or a Sub‑contractor) subsisting in the Supplier Software
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Supplier Background IPRs. (a) Intellectual Property Rights owned by the Supplier before the Effective Date, for example those subsisting in the Supplier's standard development tools, program components or standard code used in computer programming or in physical or electronic media containing the Supplier's Know-How or generic business methodologies; and/or (b) Intellectual Property Rights created by the Supplier independently of this Framework Agreement, which in each case is or will be used before or during the Framework Period Term for designing, testing implementing or providing the Services but excluding Intellectual Property Rights owned by the Supplier subsisting in the Supplier Software; “Supplier Equipment” the hardware, computer and telecoms devices and equipment used by the Supplier or its Sub- contractors (but not hired, leased or loaned from Customers or the Welsh Ministers ) for the provision of the Services;
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Supplier Background IPRs all Intellectual Property Rights that are owned by or licensed to the Supplier and which are or have been developed independently of the Quotation in each case either subsisting in the Products and Deliverables or otherwise necessary or desirable to enable a Client to receive and use the Services.
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Related to Supplier Background IPRs

  • Background IP means all IP and IP Rights owned or controlled by Seller prior to the effective date or outside the scope of this Contract.

  • Foreground IPR means any IPRs that are generated as a result of the activities conducted within the framework of the Project concerned as specified in the corresponding Project Agreement;

  • New Technology means any invention, discovery, improvement, or innovation that was not available to the District on the effective date of the contract, whether or not patentable, including, but not limited to, new processes, emerging technology, machines, and improvements to or new applications of existing processes, machines, manufactures and software. Also included are new computer programs, and improvements to, or new applications of, existing computer programs, whether or not copyrightable and any new process, machine, including software, and improvements to, or new applications of, existing processes, machines, manufactures and software.