Rights to Proprietary Property Clause Samples

Rights to Proprietary Property. Hayden agrees that, except as Midland may otherwise expressly agree in writing, (i) Hayden shall have no rights and shall acquire no rights to any Proprietary Property that comes, or has come, within Hayden's knowledge or possession through or as a consequence of Hayden's performance of services hereunder or prior to the effective time of this Agreement, and (ii) any information or other property that is, or has been, invented, created, discovered, written, developed, furnished or produced by Hayden, solely or jointly, wholly or partly, while performing services for Midland hereunder or prior to the effective time of this Agreement or with information proprietary to Midland (the "Developments"), shall be the exclusive property of Midland, and Hayden shall have no right, title or interest of any kind in and to the Developments, including any results or proceeds therefrom. Hayden hereby sells, transfers and assigns to Midland all right, title and interest which Hayden may be deemed to have in and to the Developments, including the right to patent, register copyrights for or obtain legal protection for the Developments, and agrees to communicate promptly and disclose to Midland, in such from as Midland requests, all information, details and data pertaining to any Developments. At any time during or subsequent to the term of this Agreement, upon the request and at the election and expense of Midland, Hayden will patent, register copyrights for or obtain other legal protection for, or permit Midland to patent, register copyrights for or obtain other legal protection for, any Developments and execute any and all assignments, instruments of transfer, or other documents that Midland deems necessary or appropriate to transfer to Midland all rights in or to the Developments or to evidence Midland's ownership of such rights or any of them.
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Rights to Proprietary Property. The Consultant agrees that, except as the Company may otherwise expressly agree in writing, (i) the Consultant shall have no rights and shall acquire no rights to any Proprietary Property that comes, or has come, within the Consultant's knowledge or possession through or as a consequence of the Consultant's performance of services hereunder or prior to the effective time of this Agreement, and (ii) any information or other property that is, or has been, invented, created, discovered, written, developed, furnished or produced by the Consultant, solely or jointly, wholly or partly, while performing services for the Company hereunder or prior to the effective time of this Agreement or with information proprietary to the Company (the "Developments"), shall be the exclusive property of the Company, and the Consultant shall have no right, title or interest of any kind in and to the Developments, including any results or proceeds therefrom. The Consultant hereby sells, transfers and assigns to the Company all right, title and interest which the Consultant may be deemed to have in and to the Developments, including the right to patent, register copyrights for or obtain legal protection for the Developments, and agrees to communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to any Developments. At any time during or subsequent to the term of this Agreement, upon the request and at the election and expense of the Company, the Consultant will patent, register copyrights for or obtain other legal protection for, or permit the Company to patent, register copyrights for or obtain other legal protection for, any Developments and execute any and all assignments, instruments of transfer, or other documents that the Company deems necessary or appropriate to transfer to the Company all rights in or to the Developments or to evidence the Company's ownership of such rights or any of them.
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Rights to Proprietary Property. The Employee agrees that, except as the Company may otherwise expressly agree in writing, (i) the Employee shall have no rights and shall acquire no rights to any Proprietary Property that comes within the Employee's knowledge or possession through or as a consequence of his employment with the Company, and (ii) any information or other property that is invented, created, discovered, written, developed, furnished or produced by the Employee, solely or jointly, wholly or partly, while employed by the Company or with information proprietary to the Company ("Developments") shall be the exclusive property of the Company, and the Employee shall have no right, title or interest of any kind in and to the Developments, including any results or proceeds therefrom. The Employee hereby sells, transfers, and assigns to the Company all right, title and interest which the Employee may be deemed to have in and to the Developments, including the right to patent, register copyrights for or obtain legal protection for the Developments, and agrees to communicate promptly and disclose to the Company, in such form as the Company requests, all information, details and data pertaining to any Developments. At any time during or subsequent to employment, upon the request and at the election and expense of the Company, the Employee will patent, register copyrights for or obtain other legal protection for, or permit the Company to patent, register copyrights for or obtain other legal protection for, any Developments and execute any and all assignments, instruments of transfer, or other documents that the Company deems necessary or appropriate to transfer to the Company all rights in or to the Developments or to evidence the Company's ownership of such rights or any of them.
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Related to Rights to Proprietary Property

  • Proprietary Property All modeling algorithms, tools, computer programs, know-how, methodologies, processes, technologies, ideas, concepts, skills, routines, subroutines, operating instructions and other materials and aides used in performing the duties set forth in Section 2.02 that relate to advice regarding current and potential Assets, and all modifications, enhancements and derivative works of the foregoing.

  • Rights in Work Product (a) I agree that all Work Product (as hereinafter defined) will be the sole property of SOHU. I agree that all Work Product that constitutes original works of authorship protectable by copyright are “works made for hire,” as that term is defined in the United States Copyright Act and, therefore, the property of SOHU. I agree to waive, and hereby waive and irrevocably and exclusively assign to SOHU, all right, title and interest I may have in or to any other Work Product and, to the extent that such rights may not be waived or assigned, I agree not to assert such rights against SOHU or its licensees (and sublicensees), successors or assigns. (b) I agree to promptly disclose all Work Product to the appropriate individuals in SOHU as such Work Product is created in accordance with the requirements of my job and as directed by SOHU.

  • Intellectual Property Matters A. Definitions

  • Grant of License to Use Intellectual Property For the purpose of enabling the Collateral Agent to exercise rights and remedies under this Article at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent an irrevocable, non-exclusive license (exercisable without payment of royalty or other compensation to the Grantors) to use, license or sub-license any of the Collateral consisting of Intellectual Property now owned or hereafter acquired by such Grantor, and wherever the same may be located, and including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout thereof. The use of such license by the Collateral Agent shall be exercised, at the option of the Collateral Agent, upon the occurrence and during the continuation of an Event of Default; provided that any license, sub-license or other transaction entered into by the Collateral Agent in accordance herewith shall be binding upon the Grantors notwithstanding any subsequent cure of an Event of Default.

  • Intellectual Property/Work Product Ownership All data, technical information, materials first gathered, originated, developed, prepared, or obtained as a condition of this agreement and used in the performance of this agreement -- including, but not limited to all reports, surveys, plans, charts, literature, brochures, mailings, recordings (video or audio), pictures, drawings, analyses, graphic representations, software computer programs and accompanying documentation and printouts, notes and memoranda, written procedures and documents, which are prepared for or obtained specifically for this agreement, or are a result of the services required under this grant -- shall be considered "work for hire" and remain the property of the State of Vermont, regardless of the state of completion unless otherwise specified in this agreement. Such items shall be delivered to the State of Vermont upon 30- days notice by the State. With respect to software computer programs and / or source codes first developed for the State, all the work shall be considered "work for hire,” i.e., the State, not the Party (or subcontractor or sub-grantee), shall have full and complete ownership of all software computer programs, documentation and/or source codes developed. Party shall not sell or copyright a work product or item produced under this agreement without explicit permission from the State of Vermont. If Party is operating a system or application on behalf of the State of Vermont, Party shall not make information entered into the system or application available for uses by any other party than the State of Vermont, without prior authorization by the State. Nothing herein shall entitle the State to pre-existing Party’s materials. Party acknowledges and agrees that should this agreement be in support of the State's implementation of the Patient Protection and Affordable Care Act of 2010, Party is subject to the certain property rights provisions of the Code of Federal Regulations and a Grant from the Department of Health and Human Services, Centers for Medicare & Medicaid Services. Such agreement will be subject to, and incorporates here by reference, 45 CFR 74.36, 45 CFR 92.34 and 45 CFR 95.617 governing rights to intangible property.