Common use of Intellectual Property and Proprietary Information Clause in Contracts

Intellectual Property and Proprietary Information. The parties agree that the name “Sobrato Early Academic Language” and the Model, including all written materials related to the Model, the SEAL Sustainability package, and all know-how related to the Model and the SEAL Sustainability package, are the intellectual property of SEAL and are being licensed to the District under this Agreement to enable the District to replicate and operate the Model and the SEAL Sustainability package at its own school sites subject to the limitations in Section 1(A). In the event that SEAL, in its sole discretion, determines that the District is operating the Model and/or the and the SEAL Sustainability package under the Sobrato Early Academic Language name, or utilizing the intellectual property in a manner that jeopardizes the goodwill, integrity, or quality of the Model, the SEAL Sustainability package, or the name, then SEAL will notify the District in writing, and within 30 calendar days, the District will discontinue its use of the Sobrato Early Academic Language name. This paragraph 5 shall continue beyond the term of this Agreement for as long as the District continues to use the intellectual property, or Sobrato Early Academic Language name in connection with the Model and the SEAL Sustainability package.