DESIGNS AND INVENTIONS Clause Samples

The "Designs and Inventions" clause defines the ownership and rights related to any creative works, designs, or inventions developed during the course of a contract or employment. Typically, this clause specifies whether such intellectual property belongs to the employer, client, or creator, and may outline procedures for disclosure and assignment of rights. Its core function is to prevent disputes over intellectual property by clearly allocating ownership and usage rights for any innovations or creative outputs produced under the agreement.
DESIGNS AND INVENTIONS. All designs, inventions, programs, discoveries or improvements conceived, apprehended or learned by you during the course of or arising out of your employment with the Company and which concern or are applicable to products or articles manufactured or sold by or to services provided by the Company shall be the exclusive property of the Company.
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DESIGNS AND INVENTIONS. 13.1 All designs, inventions, programs discoveries or improvements (“Designs and Inventions”) conceived or made by the Manager during the course of or arising out of the Appointment (whether alone or together with any other person or persons) and which concern or are applicable to products or articles manufactured or sold by or to services provided by the Company and/or any Group Company shall be the exclusive property of the Company or such Group Company as the Company directs. 13.2 Any such Designs and Inventions shall be disclosed to the Company whether conceived apprehended or learned by the Manager during the course of or after the termination of the Appointment. 13.3 The Manager shall at all times whether during the course of and after the termination of the Appointment: 13.3.1 not without the prior written consent of the Company apply for any patent or design registration as the case may be either in the United Kingdom, the United States of America or in any other part of the world for any Designs and Inventions conceived or made by him; 13.3.2 if and whenever required by the Company to do so (and in such manner as the Company shall in its sole discretion decide) apply as a nominee of or jointly with the Company for patent or design registration in the United Kingdom and as the Company may require any other part of the world for any Designs and Inventions conceived or made by him and shall sign all such documents and do all such things as may be necessary effectively to vest all applications at any time and from time to time pending and all resulting patents and design registration when granted and all right title and interest to and in the same in the Company absolutely as sole beneficial owner or as the Company may require; 13.3.3 upon demand by the Company sign all such documents execute all such deeds and do all such things as may be necessary for the purpose of obtaining patent or design registration for any Designs and Inventions in any country in the world and for effectively vesting all and any such patents and design registration in the Company as sole beneficial owner or as the Company may require. 13.4 The Manager irrevocably appoints and authorises the Company to act as his attorney and agent for the purpose of executing and/or signing all or any such documents as may be required to give the Company (and/or its nominee and/or assignee) the full benefit of the provisions of this Clause. 13.5 The Company shall pay all expenses in connectio...
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DESIGNS AND INVENTIONS. 12.1 All writings, designs, inventions, programs discoveries or improvements conceived or made by the Executive during the course of or arising out of the Appointment (whether alone or together with any other person or persons) and which concern or are applicable to products or articles manufactured or sold by or to services provided by the Company and/or any Group company ("Designs and Inventions") irrespective of whether such Designs and Inventions were so made, devised or discovered during normal working hours or using the facilities of the Company shall be the exclusive property of the Company and shall be promptly disclosed to the Company by the Executive. 12.2 The Executive shall at all times whether during the course of or after the termination of the Appointment if and whenever required by the Company (and at its expense) execute all such documents and do all such things as may be necessary effectively to obtain or vest in the Company or any Group company all rights title and interest in and to the Designs and Inventions absolutely and the Executive irrevocably appoints and authorises the Company to act as his attorney and agent for the purposes of executing and/or signing all or any documents as may be required to give the Company (and/or its nominee and/or assignee) the full benefit of the provisions of this clause. The decision as to the protection or exploitation of any Designs and Inventions shall be in the absolute discretion of the Company. 12.3 The Executive waives irrevocably and unconditionally any moral rights in any part of the world (including any rights conferred by Section 77-85 of the Copyright Designs and Patents Act 1988) that the Executive or the Executive's successors, personal representatives or heirs have or may have against the Company or any of its employees, officers or agents in any of the Designs and Inventions referred to in clause 12.1. 12.4 The Executive agrees, at the Company's request and expense, to exercise during the Appointment, or at any time after the termination of the Appointment, any moral rights the Executive has or may have (pursuant to Sections 77-85 of the Copyright Designs and Patents ▇▇▇ ▇▇▇▇ or otherwise) in any Designs and Inventions referred to in clause 12.1 against any third party in such manner as the Company shall reasonably request and in accordance with the Company's directions, and the Executive agrees not to exercise such moral rights other than in accordance with this paragraph.
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DESIGNS AND INVENTIONS. 11.1 All designs, inventions, programs discoveries or improvements ("Designs and Inventions") conceived apprehended or learned by the Executive during the course of or arising out of the Appointment (whether alone or together with any other person or
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DESIGNS AND INVENTIONS. The parties have entered into this Agreement with the intention that performance of the Services will not result in the creation of any work that could be protected by copyright, patent, trademark, trade secret or other intellectual property or proprietary laws. However, if the Services results in any designs, artwork, software programs, brochures, manuals, products, procedures, drawings, notes, documents, information, materials, discoveries or inventions (“Designs and Inventions”) made, conceived or developed by Vendor alone or with others which result from or relate to the Services, then such Designs and Inventions will be the sole property of Adobe. Vendor hereby assigns, as they arise, all its rights, title and interests, including without limitation any Moral Rights (as defined below), to any Designs and Inventions (a) that result from performance of the Services, (b) for which Adobe provides Vendor with any Confidential Information (as defined in Paragraph 7 below), or (c) for which Vendor invoices Adobe. Adobe shall have the sole right to determine the method of protecting such Designs and Inventions. Vendor agrees (i) to disclose promptly in writing to Adobe al l such Designs and Inventions, if any, (ii) that Adobe has a power of attorney to apply for in Vendor’s name, and to execute any applications and assignments reasonably necessary, to obtain any patent, copyright, trade mark or other intellectual property or statutory protection for such Designs and Inventions in Adobe’s name as Adobe deems appropriate. If Vendor has any rights to the Designs and Inventions that cannot be assigned to Adobe, including without limitation Moral Rights, Vendor unconditionally and irrevocably waives the enforcement of such rights, and agrees, at Adobe’s request and expense, to consent to and join in any action to enforce such rights. “Moral Rights” means any and all rights: (v) to divulge the Designs and Inventions to the public; (w) to retract the Designs and Inventions from the public; (x) to claim authorship of the Designs and Inventions; (y) to object to any modification of the Designs and Inventions; and (z) similar to moral rights existing under judicial or statutory law of any country or jurisdiction in the world, or under any treaty, regardless of whether such right is called or generally referred to as a moral right. Vendor agrees that the Designs and Inventions may be used with or without credit to Vendor.
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DESIGNS AND INVENTIONS. Any designs or inventions proposed by Licensee or and not using any of the Intellectual Property, will be the exclusive property of Licensee. Any matter for which a patent, copyright, service ▇▇▇▇ or other trademark may be obtained and that is proposed by Licensor will be the exclusive intellectual property of Licensor. This is true even if Licensor, directly or indirectly, is in an employment relationship with Licensee. Utility and design patents are not considered protected intellectual property under this Agreement.
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Related to DESIGNS AND INVENTIONS

  • Patents and Inventions The Contractor shall promptly and fully report to the Department any discovery or invention arising out of or developed in the course of performance of this Agreement. If the services under this Agreement are supported by a federal grant of funds, the Contractor shall promptly and fully report to the federal government for the federal government to make a determination as to whether patent protection on such invention shall be sought and how the rights in the invention or discovery, including rights under any patent issued thereon, shall be disposed of and administered in order to protect the public interest.

  • Improvements and Inventions Any and all improvements or inventions that Employee may make or participate in during the Employment Term, unless wholly unrelated to the business of Company and its affiliates and not produced within the scope of Employee’s employment hereunder, shall be the sole and exclusive property of Company. Employee shall, whenever requested by Company, execute and deliver any and all documents that Company deems appropriate in order to apply for and obtain patents or copyrights in improvements or inventions or in order to assign and/or convey to Company the sole and exclusive right, title and interest in and to such improvements, inventions, patents, copyrights or applications.

  • Confidential Information and Inventions (a) The Executive recognizes and acknowledges that in the course of his duties he is likely to receive confidential or proprietary information owned by the Company, its affiliates or third parties with whom the Company or any such affiliates has an obligation of confidentiality. Accordingly, during and after the Term, the Executive agrees to keep confidential and not disclose or make accessible to any other person or use for any other purpose other than in connection with the fulfillment of his duties under this Agreement, any Confidential and Proprietary Information (as defined below) owned by, or received by or on behalf of, the Company or any of its affiliates. “Confidential and Proprietary Information” shall include, but shall not be limited to, business plans (both current and under development), client lists, promotion and marketing programs, trade secrets, or any other confidential or proprietary business information relating to business operations of the Company The Executive expressly acknowledges the trade secret status of the Confidential and Proprietary Information and that the Confidential and Proprietary Information constitutes a protectable business interest of the Company. The Executive agrees: (i) not to use any such Confidential and Proprietary Information for himself or others; and (ii) not to take any Company material or reproductions (including but not limited to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof from the Company’s offices at any time during his employment by the Company, except as required in the execution of the Executive’s duties to the Company. The Executive agrees to return immediately all Company material and reproductions (including but not limited, to writings, correspondence, notes, drafts, records, invoices, technical and business policies, computer programs or disks) thereof in his possession to the Company upon request and in any event immediately upon termination of employment. (b) Except with prior written authorization by the Company, the Executive agrees not to disclose or publish any of the Confidential and Proprietary Information, or business information of any other party to whom the Company or any of its affiliates owes an obligation of confidence, at any time during or after his employment with the Company.

  • Proprietary Information and Inventions You agree to execute, deliver and be bound by the provisions of the Proprietary Information and Inventions Agreement attached hereto as Exhibit C.

  • Inventions (i) Executive acknowledges and agrees that all trade secrets, mask works, concepts, drawings, materials, documentation, procedures, diagrams, specifications, models, processes, formulae, source and object codes, data, programs, know-how, designs, techniques, ideas, methods, inventions, discoveries, improvements, work products, developments or other works of authorship (“Inventions”), whether patentable or unpatentable, (x) that relate to Executive’s work with the Employer, made, developed or conceived by Executive, solely or jointly with others or with the use of any of the Employer’s equipment, supplies, facilities or trade secrets or (y) suggested by any work that Executive performs in connection with the Employer, either while performing Executive’s duties with the Employer or on Executive’s own time, but only insofar as the Inventions are related to Executive’s work as an employee of the Employer (collectively, “Company Inventions”), will belong exclusively to the Company (or its designee), whether or not patent applications are filed thereon. Executive will keep full and complete written records (the “Records”), in the manner prescribed by the Employer, of all Company Inventions, and will promptly disclose all Company Inventions completely and in writing to the Company. The Records will be the sole and exclusive property of the Company, and Executive will surrender them upon the termination of Executive’s employment, or upon the Company’s request. Executive hereby assigns to the Company (or its designee) the Company Inventions including all rights in and to any related patents and other intellectual property that may issue thereon in any and all countries, whether during or subsequent to Executive’s employment with the Employer, together with the right to file, in Executive’s name or in the name of the Company (or its designee), applications for patents and equivalent rights (the “Applications”). Executive will, at any time during and subsequent to Executive’s employment with the Employer, make such applications, sign such papers, take all rightful oaths, and perform all acts as may be requested from time to time by the Company with respect to the Company Inventions and the underlying intellectual property. Executive will also execute assignments to the Company (or its designee) of the Applications, and give the Company and its attorneys all reasonable assistance (including the giving of testimony) to obtain the Company Inventions and the underlying intellectual property for its benefit, all without additional compensation to Executive from the Company, but entirely at the Company’s expense. (ii) In addition, the Company Inventions will be deemed “work made for hire”, as such term is defined under the copyright law of the United States, on behalf of the Employer and Executive agrees that the Company (or its designee) will be the sole owner of the Company Inventions, and all underlying rights therein, in all media now known or hereinafter devised, throughout the universe and in perpetuity without any further obligations or compensation to Executive. If the Company Inventions, or any portion thereof, are deemed not to be work made for hire, Executive hereby irrevocably conveys, transfers, assigns and delivers to the Company (or its designee), all rights, titles and interests, in all media now known or hereinafter devised, throughout the universe and in perpetuity, in and to the Company Inventions, including without limitation: (a) all of Executive’s rights, titles and interests in and to any underlying intellectual property (and all renewals, revivals and extensions thereof) related to the Company Inventions; (b) all rights of any kind or any nature now or hereafter recognized, including without limitation, the unrestricted right to make modifications, adaptations and revisions to the Company Inventions, to exploit and allow others to exploit the Company Inventions; and (c) all rights to ▇▇▇ at law or in equity for any infringement, or other unauthorized use or conduct in derogation of the Company Inventions, known or unknown, prior to the date hereof, including without limitation the right to receive all proceeds and damages therefrom. In addition, Executive hereby waives any so-called “moral rights” with respect to the Company Inventions. Executive hereby waives any and all currently existing and future monetary rights in and to the Inventions and all patents and other intellectual property rights that may issue thereon, including, without limitation, any rights that would otherwise accrue to Executive’s benefit by virtue of Executive being an employee of or other service provider to the Employer. (iii) To the extent that Executive is unable to assign any of Executive’s right, title or interest in any Company Invention under applicable law, for any such Company Invention and the underlying intellectual property rights, Executive hereby grants to the Company (or its designee) an exclusive, irrevocable, perpetual, transferable, worldwide, fully paid license to such Company Invention and the underlying intellectual property, with the right to sublicense, use, modify, create derivative works and otherwise fully exploit such Company Invention and the underlying intellectual property, to assign this license and to exercise all rights and incidents of ownership of the Company Invention. (iv) To the extent that any of the Company Inventions are derived by, or require use by the Employer of, any works, Inventions, or other intellectual property rights that Executive owns, which are not assigned hereby, Executive hereby grants to the Company (or its designee) an irrevocable, perpetual, transferable, worldwide, non-exclusive, royalty free license, with the right to sublicense, use, modify and create derivative works using such works, Inventions or other intellectual property rights, but only to the extent necessary to permit the Company to fully realize their ownership rights in the Company Inventions.