Third Party IP Clause Samples
The Third Party IP clause defines how intellectual property rights owned by entities other than the contracting parties are handled within the agreement. It typically clarifies whether the use of third-party IP is permitted, under what conditions, and who is responsible for obtaining necessary licenses or permissions. For example, if a product incorporates software or technology from a third party, this clause will specify the obligations regarding its use and any associated costs or liabilities. Its core function is to allocate responsibility and mitigate the risk of IP infringement claims arising from the use of third-party intellectual property.
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Third Party IP. A. To the extent that any Third Party IP is included or incorporated in the Work Product by Grantee, Grantee hereby grants to System Agency, or shall obtain from the applicable third party for System Agency’s benefit, the irrevocable, perpetual, non-exclusive, worldwide, royalty-free right and license, for System Agency’s internal business or governmental purposes only, to use, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Third Party IP and any derivative works thereof embodied in or delivered to System Agency in conjunction with the Work Product, and to authorize others to do any or all of the foregoing.
B. Grantee shall obtain System Agency’s advance written approval prior to incorporating any Third Party IP into the Work Product, and Grantee shall notify System Agency on delivery of the Work Product if such materials include any Third Party IP.
C. Grantee shall provide System Agency all supporting documentation demonstrating Grantee’s compliance with this Section 6.3, including without limitation documentation indicating a third party’s written approval for Grantee to use any Third Party IP that may be incorporated in the Work Product.
Third Party IP. A. To the extent that any Third Party IP is included or incorporated in the Work Product by Performing Agency, Performing Agency hereby grants to System Agency, or shall obtain from the applicable third party for System Agency’s benefit, the irrevocable, perpetual, non-exclusive, worldwide, royalty-free right and license, for System Agency’s internal business purposes only, i. to use, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Third Party IP and any derivative works thereof embodied in or delivered to System Agency in conjunction with the Work Product, and ii. to authorize others to do any or all of the foregoing.
B. Performing Agency shall obtain System Agency’s advance written approval prior to incorporating any Third Party IP into the Work Product, and Performing Agency shall
C. Performing Agency shall provide System Agency all supporting documentation demonstrating Performing Agency’s compliance with this Section 5.3, including without limitation documentation indicating a third party’s written approval for Performing Agency to use any Third Party IP that may be incorporated in the Work Product.
Third Party IP. A. To the extent that any Third Party IP is included or incorporated in the Work Product by Contractor, Contractor hereby grants to System Agency, or shall obtain from the applicable third party for System Agency’s benefit, the irrevocable, perpetual, non- exclusive, worldwide, royalty-free right and license, for System Agency’s internal business purposes only, i. to use, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Third-Party IP and any derivative works thereof embodied in or delivered to System Agency in conjunction with the Work Product, and
Third Party IP. Note: Consultant to list all IP owned by a third party that it is providing/using in the Project. If none, please note ‘N/A’ below.
Third Party IP. A. To the extent that any Third Party IP is included or incorporated in the Work Product by Contractor, Contractor hereby grants to System Agency, or shall obtain from the - exclusive, worldwide, royalty-free right and license, for business purposes only, i. to use, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Third-Party IP and any derivative works thereof embodied in or delivered to System Agency in conjunction with the Work Product, and ii. to authorize others to do any or all of the foregoing.
B. Contractor shall obtain System incorporating any Third-Party IP into the Work Product, and Contractor shall notify System Agency on delivery of the Work Product if such materials include any Third Party IP.
C. Contractor shall provide System Agency all supporting documentation demonstrating compliance with this Section 5.3, including without limitation documentation indicating a third written approval for Contractor to use any Third Party IP that may be incorporated in the Work Product.
Third Party IP. 18.5.1 Any use of Third Party IP for the purpose of carrying out the work pursuant to the Contract shall be free of any charge to the Purchaser. The NFP Organization hereby grants to NATO a non-exclusive, royalty-free, and irrevocable licence to use and authorize others to use any Third Party IP for the purpose of exploiting or otherwise using the Foreground IP.
18.5.2 Any use of Third Party IP is not limited to the number of users or the number of licenses required by the Contract for the use of system. The Purchaser reserves the right to use the Third Party IP for any number of users and number of licenses as required, at no additional cost to the Purchaser.
18.5.3 Where Third Party IP is the subject of a licence or other agreement between the third party and the Purchaser or the NFP Organization, the NFP Organization shall not use any Third Party IP for the purposes of carrying out work pursuant to the Contract without the prior written approval of the Purchaser. The NFP Organization shall inform Purchaser in advance of any restrictions on the Purchaser’s use.
18.5.4 If, after the award of the Contract, the NFP Organization becomes aware of the existence of any Third Party IP which the NFP Organization is using or believes is needed for the performance of the Contract, the NFP Organization shall immediately give the Purchaser a written report identifying such IP and if they are compliant with the other provisions in the Contract. Any Third Party IP under this Section 18.4 is subject to the prior written approval by the Purchaser.
18.5.5 The Purchaser may consider open source solutions alongside proprietary ones in developments provided that such solutions are fully compliant with the requirements of this Contract. The NFP Organization shall disclose in advance, the open source license associated with the contemplated open source solution. The Purchaser reserves the right to refuse the incorporation of open source solutions that are deemed inadequate for incorporation in a NATO application (e.g. post-back obligations).
19. Claims
19.1 The NFP Organization shall assert claims in writing and by registered mail, and in accordance with the terms set out below:
19.2 Claims shall be submitted within:
19.2.1 The time specified in the Section or Paragraph under which NFP Organization alleges to have a claim. If no time is specified in the Section or Paragraph under which the NFP Organization intends to base its claim, the time limit shall be forty-five (45) days...
Third Party IP. If Seller incorporates third-party IP into any contract deliverable, Seller shall obtain for Buyer at least the license rights granted in paragraph b of this Article in such third-party IP, at no additional cost to Buyer and hereby grant such rights to Buyer.
Third Party IP. If at any time Licensor has a right to use the intellectual property of a third-party (“Third-Party IP”), to the extent permitted by such license or similar agreement, such Third-Party IP shall be deemed to be part of the Licensor IP and subject hereto. Licensor shall use commercially reasonable efforts to permit the use of any Third-Party IP by Licensee.
Third Party IP. In the event that the Contractor wishes to use third party IP for the purpose of fulfilling its obligations in relation to a Site under this Contract ("Third Party IP") it shall discuss with the NDA and the Employer whether the NDA wishes to have a licence of the Third Party IP. In the event that the NDA or the Employer indicate a desire to have such a licence the Contractor shall use all reasonable endeavours to procure a licence for the NDA on reasonable terms which enable the NDA to use and to sub-license to the Employer and the Contractor the Third Party IP and, if the NDA indicates a further desire, the Contractor shall use all reasonable endeavours also to procure for the NDA, the right to sub-license the Third Party IP to other site licensee companies for use in relation activities falling within the Authority Field of Use on any other Designated Sites. The Contractor also shall use all reasonable endeavours to procure that any licence from the Third Party to the NDA shall remain in force until the NDA reasonably determines that the Third Party IP is no longer needed in relation to the carrying out of its functions in relation to the Site and, where applicable, any other Designated Site. For the avoidance of doubt this Clause AZ16.7.1 shall not apply to IP that is licensed by a third party to any Subcontractor to which the provisions of Clause AZ16.4.6 apply.
Third Party IP. A. To the extent that any Third Party IP is included or incorporated in the Work Product by Grantee, Grantee hereby grants to System Agency, or shall obtain from the applicable governmental purposes only, to use, reproduce, display, perform, distribute copies of, and prepare derivative works based upon such Third Party IP and any derivative works thereof embodied in or delivered to System Agency in conjunction with the Work Product, and to authorize others to do any or all of the foregoing.
B. Grantee shall any Third Party IP into the Work Product, and Grantee shall notify System Agency on delivery of the Work Product if such materials include any Third Party IP.
C. Grantee shall provide System Agency all supporting documentation demonstrating compliance with this Section 6.3, including without limitation documentation indicating a third written approval for Grantee to use any Third Party IP that may be incorporated in the Work Product.