Ownership of Developed Intellectual Property Sample Clauses
The "Ownership of Developed Intellectual Property" clause establishes who holds the rights to any intellectual property (IP) created during the course of a project or contractual relationship. Typically, this clause specifies whether the client, service provider, or both will own inventions, software, designs, or other creative outputs developed under the agreement. For example, it may state that all software code written by a contractor for a company becomes the company's property upon completion. The core function of this clause is to prevent disputes by clearly defining IP ownership, ensuring that both parties understand their rights to use, modify, or commercialize the developed materials.
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Ownership of Developed Intellectual Property. (a) Regardless of inventorship, as between the parties, NEWCO shall own all right, title and interest in and to Developed Intellectual Property and any and all Developed Intellectual Property relating to the First Technology and the Project Venture Products or New Business.
(b) Except as otherwise expressly provided in this Agreement, under no circumstances shall a party, as a result of this Agreement, obtain any ownership interest or other right, title or interest in or to any other Intellectual Property or Confidential Information of the other party, whether by implication, estoppel or otherwise, including any items controlled or developed by the other party, or delivered by the other party, at any time pursuant to this Agreement.
(c) For purposes of this definition only, "controlled" means, with respect to any Intellectual Property or Confidential Information, the possession of (whether by ownership or permit, other than pursuant to this Agreement) or the ability of a party [and/or its Affiliates] to grant the other party access, a permit or a subpermit to Intellectual Property or Confidential Information on the terms and conditions set forth in this Agreement without requiring a third party's consent, or violating the terms of any agreement or other arrangement with or obligation to a third party existing at the time such party [and/or its Affiliates] would be required under this Agreement to grant the other party such access, permit or subpermit.
Ownership of Developed Intellectual Property. 9.2.1 The sequence information for the Product provided by Customer to Agilent pursuant to this Agreement shall remain the property of Customer. Agilent, its affiliates, employees, agents, consultants, and subcontractors shall not disclose or use such sequence information except in accordance with the terms of this Agreement, unless they receive prior express written consent of Customer. Customer understands and agrees that this duty of non-disclosure does not extend to similar or identical sequences provided to Agilent by Third Parties that, to Agilent’s knowledge, are not under a duty of confidentiality to Customer. All Intellectual Property developed, invented, discovered, or conceived in connection with work conducted under this Agreement specifically relating to the Product, including its structure, sequence and/or end-caps, purity profile and specifications, excluding, however, any Agilent IP (“New Customer IP”) shall belong exclusively to Customer. Agilent hereby assigns to Customer all of its right, title and interest in the New Customer IP.
9.2.2 All Intellectual Property developed, invented, discovered, or conceived by Agilent and/or Customer in connection with work conducted under this Agreement relating to (i) Agilent's processes for oligonucleotide manufacturing, (ii) [**], (iii) Agilent's methodology of analyzing oligonucleotides, including analytical methods developed by Agilent under this Agreement and (iv) the Process, in each case, shall belong to Agilent (collectively, the "Agilent IP"). Customer hereby assigns to Agilent all of its right, title, and interest in the Agilent IP. “Process” means the combination of materials, procedures, test methods, and controls used by Agilent to manufacture the Product under this Agreement, which may include without limitation the following unit operations: [**]. The Parties acknowledge and agree that the [**]. For the purposes of clarity: (a) [**]; and (b) [**], the Parties acknowledge and agree that [**]. Agilent shall [**] and if Agilent [**], then such [**], the Parties shall [**].
Ownership of Developed Intellectual Property. As between the parties, ownership of intellectual property rights on all inventions conceived after the Effective Date of this Agreement shall vest as follows: Inventions first conceived solely by one or more employees and/or contractors of Monsanto shall belong solely to Monsanto (“Monsanto Patents”); (ii) inventions first conceived solely by one or more employees and/or contractors of Ceres shall belong solely to Ceres (“Ceres Patents”); and (iii) inventions first conceived or discovered by one or more employees and/or contractors of Ceres jointly with one or more employees and/or contractors of Monsanto shall belong jointly to Monsanto and Ceres (“Joint Patents”). Each owner of any Joint Patents shall be free to exploit and non-exclusively license its undivided interest in such Joint Patents without a duty to account to the other owner, subject to the license grants in this Agreement. Inventorship shall be determined in accordance with United States patent laws.
Ownership of Developed Intellectual Property. (a) As between the parties, each party shall solely own and retain, to the exclusion of the other party, all right, title, and interest in and to Developed Intellectual Property invented, created, or otherwise originated solely by its, or any of its Affiliates’, Representatives by or on behalf of that party to which none of the Representatives of the other party contributed. The inventorship, creation, and other origination of the relevant Developed Intellectual Property and the initial rights of ownership shall be determined by U.S. patent and other applicable U.S. intellectual property Laws, as the case may be, regardless of the jurisdiction where the Developed Intellectual Property was invented, conceived, discovered, created, made, developed, reduced to practice, or otherwise perfected or exists.
(b) Regardless of inventorship, as between the parties, Medtronic shall own all right, title, and interest in and to Developed Intellectual Property invented, created, or otherwise originated jointly by both parties’, and/or jointly by at least one respective Affiliates’ or Representatives of each of the parties (the “Joint Developed Intellectual Property”). The inventorship, creation, and other origination of the relevant Joint Developed Intellectual Property and the initial rights of ownership shall be determined by U.S. patent and other applicable U.S. intellectual property Laws, as the case may be, regardless of the jurisdiction where the Joint Developed Intellectual Property was invented, conceived, discovered, created, made, developed, reduced to practice, or otherwise perfected or exists. Titan hereby assigns and transfers to Medtronic, on behalf of itself and its Affiliates and their Representatives, without a requirement of additional consideration, all of Titan’s right, title, and interest in and to the Joint Developed Intellectual Property. Upon assignment and transfer, all Joint Developed Intellectual Property shall be a subset of the Developed Intellectual Property owned solely by Medtronic.
(c) Except as otherwise expressly provided in this Agreement, under no circumstances shall a party, as a result of this Agreement, obtain any ownership interest or other right, title, or interest in or to any other Intellectual Property or Confidential Information of the other party, whether by implication, estoppel, or otherwise, including any items controlled or developed by the other party, or delivered by the other party, at any time pursuant to this Agree...
Ownership of Developed Intellectual Property. If either Party develops any new intellectual property in connection with this, the Parties shall enter into a separate definitive agreement regarding the ownership of that new intellectual property.
Ownership of Developed Intellectual Property. (a) Regardless of inventorship, as between the parties, each party shall jointly own all right, title, and interest in and to Developed Intellectual Property invented, created, or otherwise originated jointly by its and/or the other party’s Representatives (the “Jointly-Owned Developed Intellectual Property”), and in each case the inventorship, creation, and other origination of the relevant Developed Intellectual Property and the rights of ownership shall be determined by U.S. patent and other applicable intellectual property law, as the case may be, regardless of the jurisdiction where the Developed Intellectual Property was invented, conceived, discovered, created, made, developed, reduced to practice, or otherwise perfected or exists.
(b) Except as otherwise expressly provided in this Agreement, under no circumstances shall a party, as a result of this Agreement, obtain any ownership interest or other right, title, or interest in or to any other Intellectual Property or Confidential Information of the other party, whether by implication, estoppel, or otherwise, including any items controlled or developed by the other party, or delivered by the other party, at any time pursuant to this Agreement. For purposes of this definition only, “controlled” means, with respect to any Intellectual Property or Confidential Information, the possession of (whether by ownership or license, other than pursuant to this Agreement) or the ability of a party and/or its Affiliates to grant the other party access, a license, or a sublicense to Intellectual Property or Confidential Information on the terms and conditions set forth in this Agreement without requiring a third party’s consent, or violating the terms of any agreement or other arrangement with or obligation to a third party existing at the time such party and/or its Affiliates would be required under this Agreement to grant the other party such access, license, or sublicense.
Ownership of Developed Intellectual Property. All Intellectual Property developed or created by Metropolis in the course of performing the Services is and will remain the sole property of Metropolis and the Customer will not dispute, challenge or infringe the Intellectual Property of Metropolis.
Ownership of Developed Intellectual Property. All documents, including original drawings, estimates, specifications, field notes, and data are and remain the property of SPEC as instruments of service. SPEC shall grant Client a perpetual, non- exclusive, irrevocable license to a set of reproducible record prints of drawings and copies of other instruments of service for Client’s use in connection with the Project, for future renovations, repairs, maintenance, or operations related to the Project, and for the limited purpose of Client’s development and/or marketing efforts, including, but not limited to, communications with potential donors and other funding sources. SPEC shall not be responsible for any modifications to the Project made by Client or Client’s representatives using SPEC’s Instruments of Service. Reuse for new projects shall require the prior, express, and written permission of SPEC and shall entitle SPEC to further compensation at a rate to be agreed on by Client and SPEC.
Ownership of Developed Intellectual Property. Except to the extent the -------------------------------------------- Parties specifically agree otherwise in writing, the Developed Intellectual Property is owned by Fidelity. To the extent that any Developed Intellectual Property contains components of both Company Intellectual Property (such as trademarks) and Fidelity Intellectual Property (such as trademarks), both Parties acknowledge that (a) the component consisting of Company Intellectual Property shall remain as such and no transfer in rights to Fidelity is made by use of Company Intellectual Property in Developed Intellectual Property, and (b) the component consisting of Fidelity Intellectual Property shall remain as such and no transfer in rights to Company is made by use of Fidelity Intellectual Property in Developed Intellectual Property. Each Party will keep confidential and will not alter, publish, copy, broadcast, retransmit, reproduce, reverse engineer, frame-in, link to, commercially exploit or otherwise disseminate the content, tools, materials or code associated with the Services, or any portion thereof (including without limitation, any trademarks and service marks associated therewith) that is Developed Intellectual Property, without the prior written consent of the other Party. A Party shall not be responsible for any loss or damage related to or resulting from any changes or modifications to the Developed Intellectual Property made by the other Party in violation of this Agreement.
Ownership of Developed Intellectual Property. (a) PwCC Developed Intellectual Property. "PwCC Developed Intellectual Property" shall mean (i) any Extensions to Acquired Intellectual Property made or created by PwC Firm during the Term in connection with the Services; and (ii) any Software written during the Term by PwC Firm in connection with any Additional Service for the sole use of PwCC, provided that PwC Firm and PwCC may agree in writing that such Software shall be excluded and shall not be deemed to be PwCC Developed Intellectual Property.