Common use of License and Intellectual Property Clause in Contracts

License and Intellectual Property. License: The Credit Union, subject to the terms and conditions of this Agreement, hereby grants you a non-exclusive, non-transferable license to use MyDeposit solely for processing checks in connection with your own business operations, in accordance with the Credit Union guidelines. Ownership: You acknowledge and agree that all right, title, and interest in and to MyDeposit and any MyDeposit guidelines, together with modifications, enhancements and derivative works, and all intellectual property rights such as copyrights, patents, and trade secrets, pertaining to MyDeposit and any MyDeposit guidelines are: i. Owned exclusively by the Credit Union and its licensors; ii. Represented or contain valuable rights of the Credit Union and its licensors; and iii. Protected under U.S. patent, copyright, trademark and trade secret laws of general applicability. No other license or interest in MyDeposit or MyDeposit guidelines, either expressed or implied, is granted under this Agreement other than the license set forth in this Agreement. In addition, you agree not to at any time either directly or indirectly: i. Put to issue the scope, validity or ownership of the Credit Union's (or its licensors') intellectual property rights in MyDeposit and MyDeposit guidelines; ii. Perform any act which could reasonably be expected to impair the scope, validity or ownership of such intellectual property rights; iii. Assert any ownership rights to MyDeposit and MyDeposit guidelines; or iv. Remove or alter any copyright, trademark, or other intellectual property or proprietary right notices, legends, symbols, or labels appearing on or in MyDeposit and MyDeposit guidelines or any packaging, and shall include any copy of MyDeposit and MyDeposit guidelines any copyright, trademark, or other intellectual property or proprietary right notices contained on the original. You acknowledge and agree that this Agreement does not grant or convey to you an interest in or to MyDeposit and MyDeposit guidelines, or any right, title, interest or license in or to any trademark of the Credit Union or its licensors, but only a limited right of use (revocable in accordance with the terms hereof). You hereby assign to the Credit Union and/or its licensors, as directed by the Credit Union, any rights, including any patent, copyright, trademarks, and trade secrets, which you may now have or may acquire at any time in the future to MyDeposit or the intellectual property rights to MyDeposit, and any other computer code using any of MyDeposit. You agree to: i. Cooperate with the Credit Union and its licensors to protect MyDeposit, including in connection with any lawsuits or disputes involving MyDeposit; ii. Promptly notify the Credit Union and provide relevant information and facts upon becoming aware of any actual or potential claim made by a third party regarding infringement, misappropriation, imitation, illegal use or misuse, or reasonable likelihood thereof, by MyDeposit; and iii. In the event of any actual or potential infringement, misappropriation, imitation, illegal use or misuse, or reasonable likelihood thereof of MyDeposit by others: ▇. ▇▇▇▇▇ to the Credit Union and its licensors the sole right to determine the course of action with respect to such infringement and to bring any proceeding with respect thereto, and to settle, and collect any settlement amount or judgment for any such proceeding; and b. Agree that such licensors shall be solely entitled to any proceeds of any such proceeding, including without limitation any settlement proceeds, insurance proceeds, arbitration award, judgment, or other consideration in any form.

Appears in 2 contracts

Sources: Mydeposit Service Agreement, Mydeposit Service Agreement

License and Intellectual Property. License: The SAFE Credit Union, subject to the terms and conditions of this Agreement, hereby grants you a non-exclusive, non-transferable license to use MyDeposit Business service solely for processing checks in connection with your own business operations, in accordance with the Credit Union guidelinesSAFE’s guidelines and solely on authorized equipment. Ownership: You acknowledge and agree that all rightrights, title, and interest in and to MyDeposit Business and any MyDeposit Business guidelines, together with modifications, enhancements enhancements, and derivative works, and all intellectual property rights such as copyrights, patents, and trade secrets, pertaining to MyDeposit Business and any MyDeposit Business guidelines are: i. Owned exclusively by the SAFE Credit Union and its licensors;. ii. Represented or contain valuable rights of the Credit Union SAFE and its licensors; and. iii. Protected under U.S. United States patent, copyright, trademark trademark, and trade secret laws of general applicability. No other license or interest in MyDeposit Business or MyDeposit Business guidelines, either expressed express or implied, is granted under this Agreement other than the license set forth in this Agreement. In addition, you agree not to at any time either directly or indirectly: i. Put to issue the scope, validity validity, or ownership of the SAFE Credit Union's (or its licensors') intellectual property rights in MyDeposit Business and MyDeposit Business guidelines;. ii. Perform any act which could reasonably be expected to impair the scope, validity validity, or ownership of such intellectual property rights;. iii. Assert any ownership rights to MyDeposit Business and MyDeposit Business guidelines; or. iv. Remove or alter any copyright, trademark, or other intellectual property or proprietary right notices, legends, symbols, or labels appearing on or in MyDeposit Business and MyDeposit Business guidelines or any packaging, and shall include any copy of MyDeposit Business and MyDeposit Business guidelines any copyright, trademark, or other intellectual property or proprietary right notices contained on the original. You acknowledge and agree that this Agreement does not grant or convey to you an interest in or to MyDeposit Business and MyDeposit Business guidelines, or any right, title, interest interest, or license in or to any trademark of the Credit Union SAFE or its licensors, but only a limited right of use (revocable in accordance with the terms hereof). You hereby assign to the Credit Union SAFE and/or its licensors, as directed by the Credit UnionSAFE, any rights, including any patent, copyright, trademarks, and trade secrets, which you may now have or may acquire at any time in the future to MyDeposit Business or the intellectual property rights to MyDepositMyDeposit Business, and any other computer code using any of MyDepositMyDeposit Business. You agree to: i. Cooperate with the Credit Union SAFE and its licensors to protect MyDepositMyDeposit Business, including in connection with any lawsuits or disputes involving MyDeposit;MyDeposit Business. ii. Promptly notify the Credit Union SAFE and provide relevant information and facts upon becoming aware of any actual or potential claim made by a third party regarding infringement, misappropriation, imitation, illegal use or misuse, or reasonable likelihood thereof, by MyDeposit; andMyDeposit Business. iii. In the event of any actual or potential infringement, misappropriation, imitation, illegal use or misuse, or reasonable likelihood thereof of the MyDeposit Business by others, you: ▇. ▇▇▇▇▇ to the Credit Union SAFE and its licensors the sole right to determine the course of action with respect to such infringement and to bring any proceeding with respect thereto, and to settle, settle and collect any settlement amount or judgment for any such proceeding; and. b. Agree that such licensors shall be solely entitled to any proceeds of any such proceeding, including including, without limitation limitation, any settlement proceeds, insurance proceeds, arbitration award, judgment, or other consideration in any form.

Appears in 1 contract

Sources: Business Service Agreement

License and Intellectual Property. License: The Credit Union, subject to the terms and conditions of this Agreement, hereby grants you a non-exclusive, non-transferable license to use Mobile MyDeposit solely for processing checks in connection with your own business operations, in accordance with the Credit Union guidelines. Ownership: You acknowledge and agree that all right, title, and interest in and to MyDeposit and any MyDeposit guidelines, together with modifications, enhancements and derivative works, and all intellectual property rights such as copyrights, patents, and trade secrets, pertaining to MyDeposit and any MyDeposit guidelines are:Credit i. Owned exclusively by the Credit Union and its licensors; ii. Represented or contain valuable rights of the Credit Union and its licensors; and iii. Protected under U.S. patent, copyright, trademark and trade secret laws of general applicability. No other license or interest in Mobile MyDeposit or Mobile MyDeposit guidelines, either expressed express or implied, is granted under this Agreement other than the license set forth in this Agreement. In addition, you agree not to at any time either directly or indirectly: i. Put to issue the scope, validity or ownership of the Credit Union's (or its licensors') intellectual property rights in Mobile MyDeposit and Mobile MyDeposit guidelines; ii. Perform any act which that could reasonably be expected to impair the scope, validity or ownership of such intellectual property rights; iii. Assert any ownership rights to Mobile MyDeposit and Mobile MyDeposit guidelines; or iv. Remove or alter any copyright, trademark, or other intellectual property or proprietary right notices, legends, symbols, symbols or labels appearing on or in Mobile MyDeposit and Mobile MyDeposit guidelines or any packaging, and shall include any copy of Mobile MyDeposit and Mobile MyDeposit guidelines any copyright, trademark, or other intellectual property or proprietary right notices contained on the original. You acknowledge and agree that this Agreement does not grant or convey to you an interest in or to Mobile MyDeposit and Mobile MyDeposit guidelines, or any right, title, interest or license in or to any trademark of the Credit Union or its licensors, but only a limited right of use (revocable in accordance with the terms hereof). You hereby assign to the Credit Union and/or its licensors, as directed by the Credit Union, any rights, including any patent, copyright, trademarks, and trade secrets, which that you may now have or may acquire at any time in the future to Mobile MyDeposit or the intellectual property rights to Mobile MyDeposit, and any other computer code using any of Mobile MyDeposit. You agree to: i. Cooperate with the Credit Union and its licensors to protect Mobile MyDeposit, including in connection with any lawsuits or disputes involving Mobile MyDeposit; ii. Promptly notify the Credit Union and provide relevant information and facts upon becoming aware of any actual or potential claim made by a third party regarding infringement, misappropriation, imitation, illegal use or misuse, or reasonable likelihood thereof, by the Mobile MyDeposit; and iii. In the event of any actual or potential infringement, misappropriation, imitation, illegal use or misuse, or reasonable likelihood thereof of the Mobile MyDeposit by others: ▇. ▇▇▇▇▇ to the Credit Union and its licensors the sole right to determine the course of action with respect to such infringement and to bring any proceeding with respect thereto, and to settle, and collect any settlement amount or judgment for any such proceeding; and b. Agree that such licensors shall be solely entitled to any proceeds of any such proceeding, including without limitation any settlement proceeds, insurance proceeds, arbitration award, judgment, or other consideration in any form.

Appears in 1 contract

Sources: Mobile Mydeposit Service Agreement