Intellectual Property Interests Sample Clauses

The Intellectual Property Interests clause defines the ownership, rights, and responsibilities related to intellectual property (IP) created or used under an agreement. It typically specifies whether IP developed during the course of a project belongs to the creator, the client, or is jointly owned, and may address the use of pre-existing IP or third-party materials. This clause is essential for clarifying who holds the rights to inventions, works, or trademarks, thereby preventing disputes and ensuring all parties understand their entitlements and obligations regarding IP.
Intellectual Property Interests. This section addresses copyright, literary rights, artistic rights, or other intellectual property rights that may be associated with the PROPERTY being given by the DONOR. Please check one of the following. p The DONOR owns or controls intellectual property rights in some or all of the PROP- ERTY by virtue of being its creator or by other means of having acquired these rights. If intellectual property rights are owned or controlled in part of the whole, please indicate on a separate sheet in what part(s) of the PROPERTY the DONOR owns or controls in- tellectual property rights and the nature of these rights. p The DONOR does not own or control intellectual property rights in any of the PROP- ERTY.
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Intellectual Property Interests. Subject to the terms and conditions contained in Schedule 4.01(j)-II, the Transferred Intellectual Property Interests as listed on Schedule 4.01(j)-II. Sellers shall, to the extent required and subject to Schedule 4.01(j)-II, cause their Affiliates to transfer or license any such property held by such Affiliate for which Buyer shall be and, as of the Effective Time, hereby is granted a non-exclusive license to use the source code, data, and existing documentation, it being agreed that the Proprietary Intellectual Property Interests are supplied on an "as-is, where is with all faults" basis, and that the non-exclusive license granted hereunder limits Buyer to use of the Proprietary Intellectual Property Interests to use in its own business, and Buyer is prohibited from any assignment, subletting, re-licensing, or other development of the same, except in connection with Buyer's sale or other disposition of the Splitter Assets made subject to the limitations herein.
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Intellectual Property Interests. To the Knowledge of Sellers, Schedule 4.01(j)-I sets forth a list of all material trademarks, licensed processes or rights and other intellectual property (collectively, "Intellectual Property Interests") which burden or benefit the operation, use, or maintenance of the Splitter Assets. Schedule 4.01(j)-II lists the Intellectual Property Interests that will be transferred to Buyer hereunder (the "Transferred Intellectual Property Interests"). Schedule 4.01(j)-II lists certain proprietary Intellectual Property Interests (the "Proprietary Intellectual Property Interests") developed by Sellers or, as specified in Schedule 4.01(j)-II, for which only the data relating thereto will be transferred to Buyer. Schedule 4.01(j)-II further contains restrictions applicable to the transfer of certain of the Transferred Intellectual Property Interests, including the terms of such a transfer. Except as set forth in Schedule 4.01(j)-II, Sellers are the owners of, or duly licensed to use, each Transferred Intellectual Property Interest, and there are no Orders limiting Sellers' rights to use the Transferred Intellectual Property Interests or determining that Sellers' possession or use thereof infringes upon any Person's rights; nor, to the Knowledge of Sellers, are there any Proceedings in which any Person seeks to limit Sellers' rights with respect to the Transferred Intellectual Property Interests or claims infringement by Sellers as a result of Sellers' use or possession of such Intellectual Property Interests. Subject to any consent required as referenced in Section 6.07, the consummation of the transactions contemplated by this Agreement will not result in the impairment of the Buyer's right to use any such Transferred Intellectual Property Interests or infringe upon the intellectual property rights of any third Person. Notwithstanding anything to the contrary contained herein, the names "▇▇▇▇▇▇▇-▇▇▇▇," "▇▇▇▇," or "Diamond" or any variation thereof and any marks or goodwill associated therewith are not "Intellectual Property Interests."
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Intellectual Property Interests. Employee agrees promptly to disclose to Emergent (i) all ideas, inventions, discoveries, and technical developments, whether patentable or not, and (ii) all works of authorship, that Employee conceives or makes (alone or with others) during employment with Emergent, whether during working hours or not, and that (a) directly or indirectly relate in whole or in part to Emergent’s product lines, research and development activities, or field, technological, or industrial specialization; (b) directly or indirectly relate to matters within the scope of Employee’s duties or field of responsibility at Emergent; (c) are directly or indirectly based on Employee’s knowledge of the actual or anticipated business or interest of Emergent; (d) directly or indirectly relate to any project in which Employee is a participant in, whether at an Emergent location or not, that is either financed or directed by Emergent, or in which Employee uses any Emergent equipment, biological materials, or any other item of tangible or intangible Emergent property; or (e) are directly or indirectly aided by the use of time, materials, equipment, facilities or information of Emergent (collectively, “Employee Discoveries”). Employee Discoveries and Employee's interest in any patent, trade secret, copyright, data rights, or other intellectual property rights derivable from, resulting from, pertaining to, or relating to any of the Employee Discoveries are collectively referred to herein as “Work Product.” All Work Product shall be disclosed to Emergent within the time limits and in the format as provided by Emergent’s Corporate Policies and Global Business Operating Procedures. Reduction to practice after separation from employment shall not defeat Emergent’s rights in, or the Employee’s obligations with respect to, any Work Product. Employee shall promptly notify Emergent of the reduction to practice of any such Work Product during and after the term of this Agreement. Work Product belongs exclusively to Emergent and Employee hereby automatically assigns to Emergent, or its successor in interest, Employee's full right, title, and interest in
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Intellectual Property Interests. This section addresses copyright, literary rights, artistic rights, or other intellectual property rights that may be associated with the Collections before the donation. Please check one of the following: Donor owns or controls all intellectual property rights in all the Collections by virtue of being its creator or by other means of having acquired these rights. Donor owns or controls intellectual property rights in some of the Collections by virtue of being its creator or by other means of having acquired these rights. Please indicate in Exhibit A in what part(s) of the Collections that Donor owns or controls intellectual property rights and the nature of these rights. Georgia Tech owns or controls all intellectual property rights in all the Collections by virtue of being its creator or by other means of having acquired these rights. Georgia Tech owns or controls intellectual property rights in some of the Collections by virtue of being its creator or by other means of having acquired these rights. Please indicate in Exhibit A in what part(s) of the Collections that Georgia Tech owns or controls intellectual property rights and the nature of these rights.
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Intellectual Property Interests. To the Knowledge of Seller, Schedule 2.01(h) sets forth a list of all Intellectual Property Interests which burden or benefit the operation, use or maintenance of the Storage Assets. Except as set forth in Schedule 2.01(h), Seller is the owner of, or duly licensed to use, each Intellectual Property Interest listed on Schedule 2.01(h), and there are no Orders limiting Seller's rights to use the Intellectual Property Interests or determining that Seller's possession or use thereof infringes upon any Person's rights; nor, to the Knowledge of Seller, are there any Proceedings pending or threatened in writing in which any Person seeks to limit Seller's rights with respect to the Intellectual Property Interests or claims infringement by Seller as a result of Seller's use or possession of such Intellectual Property Interests. Subject to any consent required as referenced in Section 6.07, the consummation of the transactions contemplated by this Agreement will not result in the impairment of the Buyer's right to use any such Intellectual Property Interests or infringe upon the Intellectual Property Interests of any third Person.
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Related to Intellectual Property Interests

  • Intellectual Properties To the extent permissible under applicable law, all intellectual properties made or conceived by Employee during the term of this employment by Employer shall be the right and property solely of Employer, whether developed independently by Employee or jointly with others. The Employee will sign the Employer’s standard Employee Innovation, Proprietary Information and Confidentiality Agreement (“Confidentiality Agreement”).

  • Intellectual Property, etc Each of Holdings and each of its Subsidiaries owns or has the right to use all domestic and foreign patents, trademarks, permits, domain names, service marks, trade names, copyrights, licenses, franchises, inventions, trade secrets, proprietary information and know-how of any type, whether or not written (including, but not limited to, rights in computer programs and databases) and formulas, or other rights with respect to the foregoing, and has obtained assignments of all leases, licenses and other rights of whatever nature, in each case necessary for the conduct of its business, without any known conflict with the rights of others which, or the failure to obtain which, as the case may be, individually or in the aggregate, has had, or could reasonably be expected to have, a Material Adverse Effect.

  • 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”).

  • Intellectual Property Matters A. Definitions

  • Company Intellectual Property You acknowledge and agree that any intellectual property, including, without limitation, works, materials, inventions, invention disclosures, invention registrations, patent rights, trademarks, service marks, trade names, trade dress, logos, domain names, copyrights, design rights, mask works, software, apparatus, technology, data, trade secrets, know-how and all other intellectual property and proprietary rights recognized by any applicable law of any jurisdiction, that you create, discover, conceive, reduce to practice, develop or acquire during the course of your employment or service, either alone or jointly with others, (i) using any equipment, supplies, facilities, trade secrets, know-how or other Confidential Information of the Company or any of its affiliates, (ii) that results from any work performed for the Company or any of its affiliates and/or (iii) that otherwise relates to the Company’s or any of its affiliates’ business or actual or demonstrably anticipated research or development (collectively, “Company Intellectual Property”) is and shall remain the exclusive property of the Company or the affiliate of the Company, as applicable, that is your employer (the “Employer”) whether registered or otherwise exploited or not. In furtherance of the foregoing, you hereby assign, transfer, convey and deliver to the Employer your entire right, title and interest in and to any and all such Company Intellectual Property.