Severable Improvements Clause Samples

The Severable Improvements clause defines how improvements or modifications to a product, process, or technology that can be separated from the original invention are treated under an agreement. Typically, this clause clarifies ownership rights, licensing, and obligations regarding these independent enhancements, distinguishing them from non-severable improvements that are inherently linked to the original subject matter. By specifying the treatment of severable improvements, the clause ensures that parties understand their rights to use, commercialize, or claim ownership over such developments, thereby preventing disputes and promoting innovation while maintaining clear boundaries of intellectual property.
Severable Improvements. (i) (A) NSR shall have the right to cause the construction, at its sole expense, and (B) CSXT shall have the right to require NSR to cause the construction, but at CSXT's sole expense, of any Severable Improvement which has not been agreed upon by the parties to be funded on a shared basis.
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Severable Improvements. Manager shall be permitted to grant liens from time to time to third party lenders on Severable Improvement Revenues in connection with the development of Severable Improvements to which such Severable Improvement Revenues relate. Such liens may be granted on a basis senior to any interests of Owner, Manager and the Lenders in the Severable Improvement Revenues (net of any specifically allocable expense) related to such Severable Improvements.
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Severable Improvements the Intellectual Property Rights in such Improvements shall be Arising Intellectual Property and dealt with in accordance with clause 7.2.
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Severable Improvements. (a) Severable Improvements devised by either party during the Term outside the scope of the R&D Agreement, and all Intellectual Property Rights in and to such Severable Improvements, will be exclusively owned by the party who devised them or their nominee. For the avoidance of doubt, under the R&D Agreement all Research Results and all Intellectual Property Rights therein will be owned by Comvita or its nominee. (b) Derma Sciences will be free to exploit the Severable Improvements owned by it under this clause 7.2 as it may determine at its absolute discretion. (c) All Severable Improvements owned by Derma Sciences or its nominee under this clause 7.2 will be licensed to Comvita on a perpetual, irrevocable, worldwide, royalty-free, non-exclusive, transferable, sub-licensable basis. The licence will be subject to a limitation so that, for so long as this Agreement remains in force and the rights granted under clauses 2.1(a) and (c) remain exclusive to Derma Sciences, Comvita will not be permitted to use or exploit the Severable Improvements, or any Intellectual Property Rights in and to such Severable Improvements, to make, use, import, offer to Supply or Supply Licensed Products that are not also OTC Products in the Territory.
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Severable Improvements. The Development Partner shall promptly disclose to MedinCell and MPP in such detail as MedinCell and/or MPP may reasonably require a written description of all Severable Improvements that it may develop, conceive or reduce to practice during the Term. The Parties shall discuss in good faith an arrangement suitable to both Medincell and the Development Partner which should take into account a fair and reasonable compensation for the Development Partner as well as commercial strategy of Medincell.
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Severable Improvements. The Commercialisation Partner shall promptly disclose to MedinCell and MPP in such detail as MedinCell and/or MPP may reasonably require a written description of all Severable Improvements that it may develop, conceive or reduce to practice during the Term. The Parties shall discuss in good faith an arrangement suitable to both Medincell and the Commercialisation Partner which should take into account a fair and reasonable compensation for the Commercialisation Partner as well as commercial strategy of Medincell.
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Severable Improvements. (A) NSR shall have the right to cause the construction, at its sole expense, and (B) CSXT shall have the right to require NSR to cause the construction, but at CSXT's sole expense, of any Severable Improvement which has not been agreed upon by the parties to be funded on a shared basis. (ii) Each Severable Improvement funded exclusively by NSR or CSXT shall be used exclusively by NSR or CSXT, as the case may be, and each party shall be solely responsible for the cost of maintaining such Severable Improvement (recognizing that in either case the actual performance of such maintenance shall be the responsibility of NSR), until such time that the other party gives written notice that it desires also to use such Severable Improvement, stating the amount which such other party is prepared to pay to the party which initially funded such Severable Improvement for the right to use such Severable Improvement. (iii) If the parties are unable to agree on the amount of such payment within 45 days after such notice was given, then at the written request of a party delivered to the other after 45 days but before 60 days after such notice was given, NSR and CSXT, within 15 days of the delivery of such request, shall submit to an arbitrator in accordance with Section 16 a written statement setting forth the proposed payment by the other party, and the arbitrator shall within 45 days of such receipt determine which of such proposed amounts shall apply, which shall be binding on both parties and paid promptly. Upon payment of the amount determined by the arbitrator, the improvement shall become a Nonseverable Improvement.
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Related to Severable Improvements

  • Lessee Improvements Lessee shall not make or allow to be made any alterations or physical additions in or to the leased premises without first obtaining the written consent of Lessor, which consent shall not be unreasonably withheld. Any alterations, physical additions or improvements to the leased premises made by Lessee shall at once become the property of Lessor and shall be surrendered to Lessor upon the termination of this Lease provided that Lessee shall be entitled to retain the property listed on Exhibit A attached hereto, and provided further that, Lessor, at its option, may require Lessee to remove any physical additions and/or repair any alterations in order to restore the leased premises to the condition existing at the time Lessee took possession, reasonable wear and tear excepted, all costs of removal and/or alterations to be borne by Lessee. This clause shall not apply to moveable equipment of furniture owned by Lessee, which may be removed by Lessee at the end of the term of this Lease if Lessee is not then in default and if such equipment and furniture are not then subject to any other rights, liens and interests of Lessor.

  • ALTERATIONS & IMPROVEMENTS Tenant shall not make any alterations, additions or improvements or do any type of construction to the Property without first obtaining Landlord's written consent. Unless prior written agreement is reached between Tenant and Landlord, any such alterations, additions, improvements or construction shall become part of the Property and shall remain at the expiration of Tenant's Lease term. If Landlord approves of alterations, additions, improvements or construction in writing and Tenant intends to use contractors to undertake such work, the contractors must first be approved in writing by Landlord. Tenant must also place any funds to cover the amount of any alterations, additions, improvements or construction in an escrow account approved by Landlord before the commencement of the work. Landlord shall designate the times and manner of the work being done, exclusively.

  • Disbursements for Site Improvements All payments made by the OPWC for site improvements or other work shall be made directly to the Contractor that performed the work and originated the invoice, unless the request is for disbursement to the Recipient.

  • Removal of Improvements All alterations, additions and other improvements by Tenant shall become the property of Landlord and shall not be removed from the Premises, unless request is made by Landlord to Tenant to remove those alterations, additions and other improvements which were made without Landlord's approval where such approval was required under this Lease. All moveable trade fixtures, furniture, furnishings and signs installed in the Premises by Tenant and paid for by Tenant, shall remain the property of Tenant and may be removed upon the expiration of the term of this Lease; provided that any of such items as are affixed to the Premises and require severance may be removed only if Tenant repairs any damage caused by such removal and that Tenant shall otherwise comply with all of the terms, conditions and covenants to be performed by Tenant under this Lease with respect to such removal. If Tenant fails to remove such items from the Premises by the expiration of the Lease Term or earlier termination of this Lease, all such trade fixtures, furniture, furnishings and signs shall become the property of Landlord, unless Landlord elects to require their removal, in which case Tenant shall, at its sole cost and expense, promptly remove the same and restore the Premises to its condition on the date of this Lease. The covenants contained in this Section shall survive the expiration of the Lease Term or earlier termination hereof.

  • Tenant's Improvements If the Lessor is the Insuring Party, the Lessor shall not be required to insure Lessee Owned Alterations and Utility Installations unless the item in question has become the property of Lessor under the terms of this Lease. If Lessee is the Insuring Party, the policy carried by Lessee under this Paragraph 8.3 shall insure Lessee Owned Alterations and Utility Installations.