MARKS AND PATENTS Clause Samples

The "Marks and Patents" clause defines the rights and responsibilities of the parties regarding trademarks, service marks, and patents associated with the agreement. Typically, this clause clarifies which party owns existing intellectual property, how new inventions or marks developed during the relationship will be handled, and any permissions or restrictions on use. For example, it may specify that one party retains ownership of its registered trademarks, while the other is granted a limited license to use them for specific purposes. The core function of this clause is to prevent disputes over intellectual property by clearly allocating ownership and usage rights, thereby protecting the value of proprietary marks and inventions.
MARKS AND PATENTS. (a) CLIENT acknowledges that "OneSoft(TM)" and all other Software Product names are or include trademarks, and/or service marks, and are the intellectual property of the ONESOFT. Unless otherwise agreed in writing, nothing herein shall be deemed to authorize the CLIENT to use any pending and/or existing name, trademark and/or service ▇▇▇▇ of ONESOFT. (b) CLIENT acknowledges that any underlying technology, know-how, or process used in the design, development, programming, or coding of ONESOFT's Software, Software Products, Tools, or Objects, is the intellectual property of ONESOFT, and certain of the same are protected by Patents or Patents Pending.
View SourceView Similar (2)
MARKS AND PATENTS. (a) CLIENT acknowledges that "OneSoft(TM)" and all other Software Product names are or include trademarks, and/or service marks, and are the intellectual property of the ONESOFT. Unless otherwise agreed in writing, nothing herein shall be deemed to authorize the CLIENT to use any pending and/or existing name, trademark and/or service ▇▇▇▇ of ONESOFT.
View SourceView Similar (2)
MARKS AND PATENTS. The CONTRACTOR guarantees to the COMPANY the usage of the marks or tradenames and patents for the equipment, materials and elements it is obliged to supply. The CONTRACTOR shall defend at its own expense any suit against the COMPANY by reason of the misuse of the marks or tradenames and patents, and shall pay all fines and expenses derived thereto. If, as a result of these actions, the COMPANY is legally or administratively compelled to stop using one or more of the property herein mentioned, the CONTRACTOR must:
View Source
MARKS AND PATENTS. (a) Each ▇▇▇▇ and each Patent that currently is registered or applied for in the United States Patent and Trademark Office or other similar office in any foreign jurisdiction and owned by the Company or a Company Subsidiary is identified in Schedule 3.15(a) (the "Scheduled Marks and Patents"). All Scheduled Marks and Patents are valid and subsisting except where the failure to be so valid and subsisting, individually or in the aggregate, would not reasonably be expected to have a Company Material Adverse Effect. Other than as set forth in Schedule 3.15(a), the Company and the Company Subsidiaries own or license all Marks and Patents used in connection with the Company's business. (b) Except as set forth on Schedule 3.15(b) or as would not reasonably be expected to have a Company Material Adverse Effect, there are no Liens or lawsuits, whether pending or, to the best of the Company's knowledge, threatened, involving or against any of the Scheduled Marks and Patents. To the best knowledge of the Company and the Company Subsidiaries, there are no Marks or Patents that infringe on the Scheduled Marks and Patents or third party claims against the Scheduled Marks and Patents which would, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect.
View Source
MARKS AND PATENTS. The CONTRACTOR guarantees to the COMPANY the usage of the marks or tradenames and patents for the equipment, materials and elements it is obliged to supply. The CONTRACTOR shall defend at its own expense any suit against the COMPANY by reason of the misuse of the marks or tradenames and patents, and shall pay all fines and expenses derived thereto. If, as a result of these actions, the COMPANY is legally or administratively compelled to stop using one or more of the property herein mentioned, the CONTRACTOR must: (a) guarantee, as possible, payment for the damages to the third party claiming infringement, in such way that the COMPANY may keep using the property on a continuous basis.
View Source

Related to MARKS AND PATENTS

  • Trademarks, Patents Each of the Borrower and the Subsidiaries possesses or has the right to use all of the patents, trademarks, trade names, service marks and copyrights, and applications therefor, and all technology, know-how, processes, methods and designs used in or necessary for the conduct of its business, without known conflict with the rights of others.

  • Trademarks, Patents, Etc Schedule 2.1

  • Trademarks, Patents and Copyrights (a) Section 4.14(a) of the Parent Disclosure Letter sets forth a complete and accurate list (in all material respects) of all material United States and foreign: (i) patents and patent applications; (ii) trademark registrations and applications; (iii) copyright registrations and applications; and (iv) internet domain name registrations, in each case owned by Parent and its Subsidiaries as of the date hereof. Such registrations for Intellectual Property Rights owned by Parent or its Subsidiaries are in effect and subsisting and, to the Knowledge of Parent, valid. (b) Except as would not reasonably be expected to have a Parent Material Adverse Effect, to the Knowledge of Parent, Parent and its Subsidiaries own or have all Intellectual Property Rights that are material to the respective businesses of Parent and its Subsidiaries as currently conducted. (c) To the Knowledge of Parent as of the date hereof, the conduct of the respective businesses of Parent and its Subsidiaries as currently conducted does not infringe upon, misappropriate or otherwise violate any Intellectual Property Rights of any other Person, except as would not reasonably be expected to have a Parent Material Adverse Effect and in the last three (3) years, neither Parent nor any of its Subsidiaries have received any written notice (including any cease and desist letter or invitation to license) alleging that Parent or any Subsidiary is infringing, misappropriating or violating any Intellectual Property Rights. As of the date of this Agreement, there is no such claim pending or, to the Knowledge of Parent, threatened, except as would not have a Parent Material Adverse Effect. To the Knowledge of Parent, no other Person is infringing, misappropriating or otherwise violating any Intellectual Property Rights that are material to the respective businesses of Parent and its Subsidiaries as currently conducted, except as would not have a Parent Material Adverse Effect, and in the last three (3) years, neither Parent nor any of its Subsidiaries have sent any written notice to any Person alleging that such Person is infringing, misappropriating or violating any Parent IPR. To the Knowledge of Parent, no Parent IPR are or have been the subject of any Proceeding, Law or any Order that bars or limits the use of such rights (excluding rejections, orders or rulings issued in the context of the application for registration of Parent IPR). Parent and its Subsidiaries are not and have not been party to any Proceeding relating to their use of Intellectual Property Rights, including any Proceeding involving any claim that Parent and its Subsidiaries infringed, misappropriated, diluted or otherwise violated the Intellectual Property Rights of any third party. Notwithstanding anything to the contrary in this Agreement, this Section 4.14(c) constitutes the only representation and warranty of Parent with regard to any actual or alleged infringement, misappropriation or other violation of any Intellectual Property Rights of any other Person. (d) Except as would not reasonably be expected to have a Parent Material Adverse Effect, Parent’s and its Subsidiaries’ practices with regard to the collection, dissemination and use of Parent Data have at all times since January 1, 2019 complied in all material respects with Applicable Law relating to data protection or Personal Data, applicable contractual commitments of Parent and its Subsidiaries and applicable privacy policies. Parent and its Subsidiaries have in place and, except as would not reasonably be expected to have a Parent Material Adverse Effect, are in compliance with commercially reasonable written internal information security policies, which include guidelines for the use, processing, confidentiality and security of Parent Data consistent with Applicable Law relating to data protection or Personal Data, applicable contractual commitments of Parent and its Subsidiaries and applicable privacy policies. Parent and its Subsidiaries have established and maintain commercially reasonable technical, physical and organizational measures and security systems and technologies in material compliance with all data security requirements under Applicable Law relating to data protection or Personal Data, applicable contractual commitments of Parent and its Subsidiaries and applicable privacy policies, that are designed to protect Parent Data against accidental or unlawful access, processing or use. For the thirty six (36) months immediately preceding the date of this Agreement and the Closing Date: (i) Parent and its Subsidiaries have not received any written notification or allegation from any competent authority (including any information or enforcement notice, or any transfer prohibition notice) alleging that Parent and its Subsidiaries have not complied in any respect with Applicable Law relating to data protection or Personal Data and (ii) to the Knowledge of Parent, there has been no loss of, or unauthorized access to or use, disclosure or modification of, any Parent Data. No individual has received compensation (or an offer for compensation) from or on behalf of Parent or its Subsidiaries for breaches of applicable data protection Laws or for loss or unauthorized disclosure of Personal Data.

  • Patents and Patent Applications To the Company’s knowledge, all patents and patent applications owned by or licensed to the Company or under which the Company has rights have been duly and properly filed and maintained; to the knowledge of the Company, the parties prosecuting such applications have complied with their duty of candor and disclosure to the USPTO in connection with such applications; and the Company is not aware of any facts required to be disclosed to the USPTO that were not disclosed to the USPTO and which could reasonably be expected to preclude the grant of a patent in connection with any such application or could reasonably be expected to form the basis of a finding of invalidity with respect to any patents that have issued with respect to such applications.

  • Copyrights and Patents When the RECIPIENT creates any copyrightable materials or invents any patentable property under this Agreement, the RECIPIENT may copyright or patent the same but ECOLOGY retains a royalty free, nonexclusive, and irrevocable license to reproduce, publish, recover, or otherwise use the material(s) or property, and to authorize others to use the same for federal, state, or local government purposes.