Patents and Intellectual Property Sample Clauses
The "Patents and Intellectual Property" clause defines the ownership, use, and protection of inventions, patents, copyrights, trademarks, and other intellectual property created or used under the agreement. It typically specifies whether intellectual property developed during the course of the contract will belong to one party or be jointly owned, and may outline the rights each party has to use, license, or enforce such property. This clause is essential for clarifying who holds legal rights to valuable creations or innovations, thereby preventing disputes and ensuring both parties understand their respective interests and obligations regarding intellectual property.
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Patents and Intellectual Property. (a) With respect to the goods, the Purchaser agrees and acknowledges:
i) thatallcopyrightandotherintellectualpropertyrights(includingbutwithoutlimitation, patent, copyright trademark, registered design or other industrial property right) in and relating to the goods supplied by the Company is the property of the Company (or its supplier as applicable) and the Purchaser agrees that it will not carry out or authorise or procure the carrying out of any act that might infringe such copyright or other intellectual property (including reproducing or authorising or procuring the reproduction of howsoever any item supplied by the Company under or by virtue of any order or contract); and
ii) that it is authorised to use and install the goods owned by it only for the purpose defined in the order or contract and for no other purpose whatsoever; and
iii) it will take all reasonable precautions to ensure that no unauthorised person may take or copy from the goods any intellectual property rights or technical specifications or copy thereof and that all persons who have access to the goods are made aware of the provision of this paragraph.
(b) The Purchaser will indemnify the Company against all damages, penalties, costs, losses and expenses suffered by the Company or for which it may become liable in respect of the infringement of any intellectual property including (but without limitation) any patent, copyright, registered design, trade mark, trade name or know-how arising out of the Company’s manufacture of goods in accordance with any specification design drawingsor other data supplied by the Purchaser or its servants or agents.
Patents and Intellectual Property. Each Borrower and its Subsidiaries have obtained all material patents, trademarks, service marks, trade names, copyrights, licenses and other rights, that are necessary for the operation of their businesses taken as a whole as presently conducted, except to the extent that the failure to obtain such patents, trademarks, service marks, trade names, copyrights, licenses or other rights could not reasonably be expected to have a Material Adverse Effect.
Patents and Intellectual Property a. A faculty member shall be entitled to complete ownership and control of any patentable discoveries or inventions, or of intellectual property, except where the faculty member’s normal workload was reduced for purposes of the development project, where the university has provided substantial support for or involvement in the project, or where the inventions or discoveries are produced as a result of agreements or contracts between the university and external sponsors.
b. Ownership of intellectual property, or of patentable discoveries or inventions, shall be shared by the faculty member and the university in an equitable ratio if the intellectual property, or the discoveries or inventions, are produced under one or more of the following circumstances:
1. with substantial university support and involvement;
2. with release time granted with the expectation that patentable information or products will result;
3. under an assigned duty and/or work-for-hire arrangement with an external sponsor.
c. A faculty member engaged in research which may lead to patentable or non-patentable inventions or discoveries, or intellectual property, shall maintain a log which includes dates and hours worked on the project, activities engaged in, and university facilities and resources involved.
Patents and Intellectual Property a. A faculty member shall be entitled to complete ownership and control of any patentable discoveries or inventions, or of intellectual property, except where the faculty member’s normal workload was reduced for purposes of the development
b. Ownership of intellectual property, or of patentable discoveries or inventions, shall be shared by the faculty member and the university in an equitable ratio if the intellectual property, or the discoveries or inventions, are produced under one (1) or more of the following circumstances:
1. with substantial university support and involvement;
2. with release time granted with the expectation that patentable information or products will result;
3. under an assigned duty and/or work-for-hire arrangement with an external sponsor.
c. A faculty member engaged in research which may lead to patentable or non-patentable inventions or discoveries, or intellectual property, shall maintain a log which includes dates and hours worked on the project, activities engaged in, and university facilities and resources involved.
Patents and Intellectual Property a. A faculty member shall be entitled to complete ownership and control of any patentable discoveries or inventions, or of intellectual property, except where the faculty member’s normal workload was reduced for purposes of the development project, where the university has provided substantial support for or involvement in the project, or where the inventions or discoveries are produced as a result of agreements or contracts between the university and external sponsors.
b. Ownership of intellectual property, or of patentable discoveries or inventions, shall be shared by the faculty member and the university in an equitable ratio if the intellectual property, or the discoveries or inventions, are produced under one or more of the following circumstances:
Patents and Intellectual Property. Ideas, know-how, data (including study results), and other intellectual property generated under this Agreement shall be the sole and exclusive property of UTHSCSA and inventorship shall be determined in accordance with U.S. Patent laws. AWARDEE shall also grant to UTHSCSA an irrevocable, royalty-free, worldwide, non-exclusive license to each invention for which it is unable to assign rights to UTHSCSA.
Patents and Intellectual Property. 5.1 Licensee shall not, and shall ensure that none of its Affiliates, Sublicensees, contractors, or other agents does not, take any action or make any statement that, directly or indirectly, adversely affects, or would reasonably be expected to adversely affect, any of the Licensed Patent Rights. Licensed Trademark(s) or Licensed Know-How, or Licensor’s or any Licensor Affiliate’s or Licensor’s sublicensees’ rights or ability to make, use, sell, offer for sale, or import Licensed Product or any other products.
5.2 Licensor shall own all right, title and interest in and to any Improvements made by or on behalf of either Party (or any Affiliate or Sublicensee thereof), solely or jointly with the other Party, any Sublicensee or any other Third Parties, and all intellectual property rights related thereto, and Licensee hereby assigns to Licensor all right, title, and interest to any Improvements generated by or on behalf of Licensee, any Sublicensee or its or their Affiliates, solely or jointly with any other Party, and all intellectual property rights related thereto. Licensee shall take all actions and execute all documents necessary to effect the purposes of the foregoing, as requested by Licensor, and cause its Affiliates, Sublicensees, employees, contractors, and other representatives to do the same. Licensee shall promptly notify Licensor in writing of Improvements made, solely or jointly with other persons, by Licensee or any Affiliate thereof. Licensee shall ensure that any contracts it may execute with any Sublicensee, Affiliate or other Third Party concerning Licensed Products shall be consistent with, and enable Licensee to comply with, this Section 5.2.
5.3 Licensee shall, at Licensor’s expense, take all such steps as Licensor may reasonably require to assist Licensor in maintaining the validity and enforceability of the Licensed Trademarks during the Term. Licensee shall not make an application to or actually register any unregistered Licensed Trademarks in the Territory without Licensor’s prior written consent.
5.4 Except as otherwise expressly provided herein, Licensor shall have the sole right and obligation to prosecute and maintain the Licensed Patent Rights in the Territory. Licensee shall reasonably cooperate in connection with the prosecution of the Licensed Patent Rights. Should Licensor decide that it is no longer interested in maintaining or prosecuting a particular Licensed Patent Rights in the Territory in respect of which it has the ...
Patents and Intellectual Property. 3A.1 The Parties agree and acknowledge that, as of the Effective Date, there are no Licensed Patent Rights with respect to the Territory. To the extent BDSI notifies TTY that it intends to pursue Licensed Patent Rights with respect to the Territory, however, TTY shall make available to BDSI or its authorized attorneys, agents or representatives, its employees and, to the extent reasonably practicable, its consultants or agents as are necessary or appropriate to enable BDSI to file, prosecute and maintain patent applications for the Licensed Patent Rights in the Territory, and with respect to Improvements, anywhere in the world, for a reasonable period of time sufficient for BDSI to obtain the assistance it needs from such personnel. TTY shall be solely responsible for all reasonable, documented costs and expenses incurred in making its employees available pursuant to the foregoing and for up to 5 (five) hours per individual external attorneys, agents, representatives or consultants. Any time in excess of 5 (five) hours per individual, as described, shall be at BDSI’s expense.
3A.2 During the Term, each Party shall give prompt notice to the other Party of any Third Party act which may infringe TTY’s rights under any Licensed Patent Rights in the Territory CONFIDENTIAL TREATMENT REQUESTED WITH RESPECT TO CERTAIN PORTIONS HEREOF DENOTED WITH “***” and shall cooperate with the other Party to terminate such infringement. If legal proceedings become necessary, BDSI shall, at its own cost, have the sole right, but not the obligation, to bring and control such action or proceeding concerning the potential or actual infringement of TTY’s rights under this Agreement, and, unless otherwise agreed upon in writing by the Parties, BDSI shall solely bear the cost with respect thereto. TTY shall provide, at BDSI’s expense (unless otherwise agreed to by the Parties in writing), such assistance and cooperation to BDSI as may be necessary to successfully prosecute any action against such Third Party. Should BDSI, at its own cost, fail to commence legal proceedings under the Licensed Patent Rights against the possible infringement of Licensed Patent Rights, TTY may, only after requesting and receiving BDSI express written consent to bring such action, bring action to terminate such infringement at TTY’s sole cost in accordance with Taiwan laws. BDSI shall give TTY full support in TTY’s action to terminate such infringement. Any damages, monetary awards, or other amounts recov...
Patents and Intellectual Property. The Company shall maintain a policy governing the development, use, licensing and protection of its patents and intellectual property.
Patents and Intellectual Property. Parent either by itself or in conjunction with others has filed patent applications in the field of biotechnology and chemistry, and possess intellectual property in such fields (“IP”). No IP is being transferred as a result of the merger and Parent shall be free to transfer and or return such IP as directed by the current owners and inventors of such IP.