Intellectual Property and Other Property Clause Samples

Intellectual Property and Other Property. 5.1 The Parties acknowledge that, unless expressly agreed otherwise between the Parties, it is intended that all and any Intellectual Property Rights arising in respect of any goods or materials generated for the purpose of the Partnership shall be owned jointly by the Parties. Each of the Parties shall do all things and enter into all documents reasonably necessary to facilitate this (including, without limitation, entering into any assignment or licence agreement in respect of such Intellectual Property Rights between the relevant Parties). 5.2 The Parties shall not use any Intellectual Property Rights arising in respect of any goods or materials generated by the Partnership for commercial gain. 5.3 The individual Parties will continue to own any intellectual property rights in all things made available to the other Parties for the purposes of the Partnership but hereby grant the other Parties non-exclusive licence to use such intellectual property for the sole purpose of the Partnership. 5.4 Each of the Parties hereby warrants that it has no knowledge of any infringement of intellectual property rights where such infringement relates directly to material supplied by that Party to the other Parties in relation to this Agreement and hereby indemnifies each of the other Parties in respect of such infringement occurring before or during the subsistence of this Agreement. 5.5 The Parties acknowledge that there is a presumption that all data and information collected on behalf of the Partnership should be placed in the public domain, unless so doing would compromise commercial confidentiality and/or security, or contravene the provisions of the Data Protection ▇▇▇ ▇▇▇▇. 5.6 All Property used in connection with the Partnership shall be used only for the agreed purposes of the Partnership, and for no other purpose whatsoever. 5.7 DCC shall maintain an inventory of Property used for the purposes of the Partnership and record whether the Property is owned by a Party or the Partnership. Any Property belonging to a Partner shall be returned to that Party if the Party ceases to participate in the Partnership or the Partnership ceases to operate whether through effluxion of time or otherwise.
Intellectual Property and Other Property. 13.1 The Service Provider shall indemnify and hold harmless the Customer against the costs of any claims made or damages (including costs) that may be awarded or agreed to be paid to any third party in respect of any claim or action that the normal operation, possession or use of the Software by the Customer during the term of an Agreement infringes any intellectual property rights of any third party (“Intellectual Property Infringement Claim”) provided that the Customer: 13.1.1 gives notice to the Service Provider of any Intellectual Property Infringement Claim immediately it becomes aware of it; 13.1.2 gives the Service Provider the sole conduct of the defence to any claim or action in respect of any Intellectual Property Infringement Claim and does not at any time admit liability or otherwise settle or compromise or attempt to settle or comprise any such claim without the express instructions of the Service Provider; and 13.1.3 acts in accordance with the reasonable instructions of the Service Provider and gives to the Service Provider such assistance as it shall reasonably require in respect of the conduct of the said defence including without prejudice to the generality of the foregoing the filing of all pleadings and other court process and the provision of all relevant documents.
Intellectual Property and Other Property. The Consultant agrees to make available to Eidetica and Eidetica shall own and be free to use all intellectual property created, invented or conceived of by the Consultant in the performance of the Services (collectively, the “Intellectual Property”). Consultant shall execute and deliver to Eidetica any assignments or other documents relating to the Intellectual Property as Eidetica may request. Nothing herein shall be deemed to grant the Consultant any rights or licenses under any patent applications or patents or any know-how, technology or inventions of Eidetica.
Intellectual Property and Other Property 

Related to Intellectual Property and Other Property

  • COPYRIGHT, PATENTS AND OTHER PROPRIETARY RIGHTS 16.1 Except as is otherwise expressly provided in writing in the Contract, UNDP shall be entitled to all intellectual property and other proprietary rights including, but not limited to, patents, copyrights, and trademarks, with regard to products, processes, inventions, ideas, know-how, or documents and other materials which the Contractor has developed for UNDP under the Contract and which bear a direct relation to or are produced or prepared or collected in consequence of, or during the course of, the performance of the Contract. The Contractor acknowledges and agrees that such products, documents and other materials constitute works made for hire for UNDP. 16.2 To the extent that any such intellectual property or other proprietary rights consist of any intellectual property or other proprietary rights of the Contractor: (i) that pre-existed the performance by the Contractor of its obligations under the Contract, or (ii) that the Contractor may develop or acquire, or may have developed or acquired, independently of the performance of its obligations under the Contract, UNDP does not and shall not claim any ownership interest thereto, and the Contractor grants to UNDP a perpetual license to use such intellectual property or other proprietary right solely for the purposes of and in accordance with the requirements of the Contract. 16.3 At the request of UNDP, the Contractor shall take all necessary steps, execute all necessary documents and generally assist in securing such proprietary rights and transferring or licensing them to UNDP in compliance with the requirements of the applicable law and of the Contract. 16.4 Subject to the foregoing provisions, all maps, drawings, photographs, mosaics, plans, reports, estimates, recommendations, documents, and all other data compiled by or received by the Contractor under the Contract shall be the property of UNDP, shall be made available for use or inspection by UNDP at reasonable times and in reasonable places, shall be treated as confidential, and shall be delivered only to UNDP authorized officials on completion of work under the Contract.

  • Equipment and Other Tangible Property The Company or one of its Subsidiaries owns and has good title to, and has the legal and beneficial ownership of or a valid leasehold interest in or right to use by license or otherwise, all material machinery, equipment and other tangible property reflected on the books of the Company and its Subsidiaries as owned by the Company or one of its Subsidiaries, free and clear of all Liens other than Permitted Liens. All material personal property and leased personal property assets of the Company and its Subsidiaries are structurally sound and in good operating condition and repair (ordinary wear and tear expected) and are suitable for their present use.

  • Patents and Other Intangible Assets (a) The Company (i) owns or has the right to use, free and clear of all Liens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and rights with respect to the foregoing used in or necessary for the conduct of its business as now conducted or proposed to be conducted without infringing upon or otherwise acting adversely to the right or claimed right of any Person under or with respect to any of the foregoing and (ii) is not obligated or under any liability to make any payments by way of royalties, fees or otherwise to any owner or licensor of, or other claimant to, any patent, trademark, service ▇▇▇▇, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise. (b) To the knowledge of the Company, the Company owns and has the unrestricted right to use all trade secrets, if any, including know-how, negative know-how, formulas, patterns, programs, devices, methods, techniques, inventions, designs, processes, computer programs and technical data and all information that derives independent economic value, actual or potential, from not being generally known or known by competitors (collectively, “Intellectual Property”) required for or incident to the development, operation and sale of all products and services sold by the Company, free and clear of any right, Lien or claim of others; provided, however, that the possibility exists that other Persons, completely independently of the Company or its employees or agents, could have developed Intellectual Property similar or identical to that of the Company. The Company is not aware of any such development of substantially identical trade secrets or technical information by others. All Intellectual Property can and will be transferred by the Company to the Surviving Corporation as a result of the Merger and without the consent of any Person other than the Company.

  • Contracts and Other Collateral The Company shall perform all of its obligations under or with respect to each instrument, receivable, contract and other intangible included in the Pledged Property to which the Company is now or hereafter will be party on a timely basis and in the manner therein required, including, without limitation, this Agreement.

  • Intellectual Property Assets Priveco and its subsidiaries own or hold an interest in all intellectual property assets necessary for the operation of the business of Priveco and its subsidiaries as it is currently conducted (collectively, the “Intellectual Property Assets”), including: (i) all functional business names, trading names, registered and unregistered trademarks, service marks, and applications (collectively, the “Marks”); (ii) all patents, patent applications, and inventions, methods, processes and discoveries that may be patentable (collectively, the “Patents”); (iii) all copyrights in both published works and unpublished works (collectively, the “Copyrights”); and (iv) all know-how, trade secrets, confidential information, customer lists, software, technical information, data, process technology, plans, drawings, and blue prints owned, used, or licensed by Priveco and its subsidiaries as licensee or licensor (collectively, the “Trade Secrets”).