Rights With Respect to Improvements Sample Clauses

The "Rights With Respect to Improvements" clause defines how ownership and usage rights are allocated for any enhancements, modifications, or derivative works made to an original product, technology, or intellectual property during the course of an agreement. Typically, this clause specifies whether improvements created by one or both parties belong to the original owner, the party making the improvement, or are jointly owned, and may address the right to use, license, or commercialize such improvements. Its core function is to prevent disputes by clearly establishing who controls and benefits from any advancements or refinements that arise from the collaboration.
Rights With Respect to Improvements. 3.1 BEGO is the owner of any Improvement Inventions developed by it and VOXELJET shall not obtain any rights and licences with respect to the Improvement Inventions except the powers listed in the following. 3.2 Should BEGO, its Affiliated Companies or sub-licensees during the term of this Agreement make Improvement Inventions relating to the usage of the Contractual Products in the Field of Application, BEGO agrees to notify VOXELJET of the Improvement Inventions in due time in writing and place at VOXELJET’s disposal a data package that in BEGO’s opinion comprises all the information, know-how and other data that is required by VOXELJET for being able to use the Improvement Inventions for development, manufacturing, marketing, sale and/or any other use of products without prejudice to BEGO’s licences under this Agreement. BEGO herewith grants VOXELJET a non-exclusive, perpetual, gratuitous licence to use the Improvement Inventions and any information, know-how and other data that relate to the Improvement Inventions and that were placed at VOXELJET’s disposal by BEGO and grant sub-licences thereto in line with paragraph 2.
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Rights With Respect to Improvements. (a) It is contemplated that, in the exercise of their respective rights or performance of their respective obligations under this Agreement, both Parties will make modifications, enhancements or derivative works of the AVEO Bioinformatics Tools, including the Bioinformatics Source Code (“Bioinformatics Improvements”). The Parties hereby covenant that neither Party nor its Affiliates, licensees, sublicensees or collaboration partners shall commence or maintain any suit against the other Party, or such other Party’s Affiliates, licensees, sublicensees, collaboration partners or customers, whether at law or in equity, asserting patent or copyright infringement or misappropriation of trade secrets with respect to such Bioinformatics Improvements. This covenant shall be binding upon, and inure to the benefit of, the Parties, their successors, and assigns. This covenant shall be binding upon any assignee of Patent Rights that claim any such Bioinformatics Improvements, and the Parties shall impose this covenant on any Third Party to whom such Party may assign any Patent Rights that claim any such Bioinformatics Improvements. (b) OSI hereby grants to AVEO a non-exclusive, world-wide, perpetual license, with the right to grant sublicenses, under Patent Rights containing claims directed to methods of making or using chimeric mouse tumor models, DC tumor models or HIM models, to the extent such methods are invented by or on behalf of OSI or its Affiliates through use of the AVEO Platform Intellectual Property (“Model Improvements”).
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Related to Rights With Respect to Improvements

  • Rights with respect to Collateral Each Secured Party agrees with all other Secured Parties and the Agent (i) that it shall not, and shall not attempt to, exercise any rights with respect to its security interest in the Collateral, whether pursuant to any other agreement or otherwise (other than pursuant to this Agreement), or take or institute any action against the Agent or any of the other Secured Parties in respect of the Collateral or its rights hereunder (other than any such action arising from the breach of this Agreement) and (ii) that such Secured Party has no other rights with respect to the Collateral other than as set forth in this Agreement and the other Transaction Documents. Upon the acceptance of any appointment as Agent hereunder by a successor Agent, such successor Agent shall thereupon succeed to and become vested with all the rights, powers, privileges and duties of the retiring Agent and the retiring Agent shall be discharged from its duties and obligations under the Agreement. After any retiring Agent’s resignation or removal hereunder as Agent, the provisions of the Agreement including this Annex B shall inure to its benefit as to any actions taken or omitted to be taken by it while it was Agent.

  • Prior Notice to Owners with Respect to Certain Matters Subject to the provisions and limitations of Section 4.04, with respect to the following matters, the Owner Trustee shall not take action unless at least 30 days before the taking of such action, the Owner Trustee shall have notified the Certificateholders in writing of the proposed action and the Owners shall not have notified the Owner Trustee in writing prior to the 30th day after such notice is given that such Owners have withheld consent or provided alternative direction: (a) the initiation of any claim or lawsuit by the Issuer (except claims or lawsuits brought in connection with the collection of the Receivables) and the compromise of any action, claim or lawsuit brought by or against the Issuer (except with respect to the aforementioned claims or lawsuits for collection of the Receivables); (b) the election by the Issuer to file an amendment to the Certificate of Trust (unless such amendment is required to be filed under the Statutory Trust Statute); (c) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is required; (d) the amendment of the Indenture by a supplemental indenture in circumstances where the consent of any Noteholder is not required and such amendment materially adversely affects the interests of the Owners; (e) the amendment, change or modification of the Administration Agreement, except to cure any ambiguity or to amend or supplement any provision in a manner or add any provision that would not materially adversely affect the interests of the Owners; or (f) the appointment pursuant to the Indenture of a successor Note Registrar, paying agent for the Notes or Indenture Trustee or pursuant to this Agreement of a successor Certificate Registrar, or the consent to the assignment by the Note Registrar, Paying Agent, Indenture Trustee or Certificate Registrar of its obligations under the Indenture or this Agreement, as applicable.

  • Other Agreements with Respect to Indemnification The provisions of this Section shall not affect any agreement among the Company and the Selling Shareholders with respect to indemnification.

  • Agreement with Respect to Safe Deposit Business The Assuming Institution assumes and agrees to discharge, from and after Bank Closing, in the usual course of conducting a banking business, the duties and obligations of the Failed Bank with respect to all Safe Deposit Boxes, if any, of the Failed Bank and to maintain all of the necessary facilities for the use of such boxes by the renters thereof during the period for which such boxes have been rented and the rent therefore paid to the Failed Bank, subject to the provisions of the rental agreements between the Failed Bank and the respective renters of such boxes; provided, that the Assuming Institution may relocate the Safe Deposit Boxes of the Failed Bank to any office of the Assuming Institution located in the trade area of the Failed Bank. The Safe Deposit Boxes shall be located and maintained in the trade area of the Failed Bank for a minimum of one year from Bank Closing. The trade area shall be determined by the Receiver. Fees related to the safe deposit business earned prior to the Bank Closing Date shall be for the benefit of the Receiver and fees earned after the Bank Closing Date shall be for the benefit of the Assuming Institution.

  • Action by Owners with Respect to Certain Matters The Owner Trustee shall not have the power, except upon the direction of the Owners, to (a) remove the Administrator under the Administration Agreement pursuant to Section 8 thereof, (b) appoint a successor Administrator pursuant to Section 8 of the Administration Agreement, (c) remove the Servicer under the Sale and Servicing Agreement pursuant to Section 8.01 thereof or (d) except as expressly provided in the Basic Documents, sell the Receivables after the termination of the Indenture. The Owner Trustee shall take the actions referred to in the preceding sentence only upon written instructions signed by the Owners.