TRANSFER OF OWNERSHIP AND GRANTING OF LICENSE ON RESULTS Clause Samples

TRANSFER OF OWNERSHIP AND GRANTING OF LICENSE ON RESULTS. 6.3.1 Subject to Clauses 6.3.2 to 6.3.6 of this Consortium Agreement, each Beneficiary remains free to transfer its ownership rights in the Results it owns provided that this does not affect compliance with its obligations under the Grant Agreement and this Consortium Agreement. Such Beneficiary shall ensure that its obligations under the Grant Agreement and this Consortium Agreement with respect to such Results shall also apply to the new owner and that the latter has the obligation to pass them on in any subsequent transfer. 6.3.2 [OPTIONAL: include either OPTION 1 or OPTION 2 if relevant for the Action: OPTION 1: Beneficiaries may agree here that ownership of certain Results, once said Results have been generated, shall be transferred from the initial owning Beneficiary(-ies) to another Beneficiary. If so wished, the following wording is suggested: Notwithstanding Clause 6.1.1 of this Consortium Agreement, any [Describe specific Result sub-type] Results are initially owned by the Beneficiary(-ies) who generated such Results. However, immediately following generation of the [Describe specific Result sub-type] Results, each such owning Beneficiary automatically and in full transfers to the [Short name specific Beneficiary] any of its ownership rights, title and interest in the respective [Describe specific Result sub-type] Results. In consideration of this assignment of ownership upon creation, the following conditions as outlined below apply: [ ].] [OPTION 2: Beneficiaries may agree here that where Results have been generated by one or more Beneficiary(-ies) as a result of a cash contribution from another Beneficiary, these Results would be transferred to the cash funding Beneficiary: Results generated by Beneficiary(-ies) having received a cash contribution from another Beneficiary shall be initially owned by the Beneficiary(-ies) who generated such Results. However, immediately following generation of such Results, each such owning Beneficiary automatically and in full transfers to the cash contributing Beneficiary any of its ownership rights, title and interest in the respective Results. The cash contribution shall be the unique and full compensation for the transfer of such Results.] 6.3.3 [OPTIONAL: include in case any of the options above have been included. Except for any transfers pursuant to Clause 6.3.2 of this Consortium Agreement,] Subject to Clause 6.3.4 of this Consortium Agreement and unless agreed otherwise (in writing) for specifically-i...
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TRANSFER OF OWNERSHIP AND GRANTING OF LICENSE ON RESULTS. 7.3.1 Each Beneficiary remains free to transfer its ownership rights in Results. 7.3.2 Where a Beneficiary transfers ownership of Results, it must pass on its obligations specified under the Grant Agreement and the Consortium Agreement to the transferee. 7.3.3 Unless agreed otherwise (in writing) for specifically-identified Third Parties or unless impossible under applicable EU and national laws on mergers and acquisitions, a Beneficiary that intends to transfer ownership of Results must give at least forty-five (45) Days’ notice to the other Beneficiaries that still have (or still may request) Access Rights to the Results. This notification must include sufficient information on the new owner to enable any Beneficiary concerned to assess the effects on its Access Rights. Unless agreed otherwise (in writing), any other Beneficiary may object within thirty (30) Days of receiving the notification if it can show that the transfer would adversely affect its Access Rights. In this case, the transfer may not take place until an agreement has been reached between the Beneficiaries concerned. 7.3.4 Notwithstanding the above, a Beneficiary may, without the consent of the other Beneficiaries but provided that the other Beneficiaries are informed [within sixty (60) Days] from the date of transfer and that the transferee agrees in writing to be bound by the Grant Agreement and the Consortium Agreement, transfer its Results to any of the following: a) its Affiliated Entity, b) any purchaser of all or a substantial amount of its relevant assets, and c) any successor entity resulting from the merger with or consolidation of such a Beneficiary. 7.3.5 Provided that any Access Right to the Results can be exercised (requested and granted) and that any additional obligations under the Grant Agreement or the Consortium Agreement are complied with by the Beneficiary who owns Results, each Beneficiary may license its own Results to any legal entity as it deems fit.
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Related to TRANSFER OF OWNERSHIP AND GRANTING OF LICENSE ON RESULTS

  • Ownership and License 5.1 Unless otherwise specified in a SOW and except as provided in Section 5.2, Cisco is the sole and exclusive owner of all Deliverables and Supplier hereby irrevocably assigns and transfers to Cisco all of its worldwide right and title to, and interest in, the Deliverables, including all associated Intellectual Property Rights. 5.2 Unless otherwise specified in a SOW, each party owns all right, title, and interest in and to any of its Preexisting Materials. Supplier hereby grants Cisco a perpetual, irrevocable, worldwide, transferable, royalty-free, nonexclusive license, with the right to sublicense and authorize the granting of sublicenses, to use and reproduce Supplier's Preexisting Materials in the Deliverables to the extent necessary for Cisco’s exercise and exploitation of its rights in the Deliverables. 5.3 Unless otherwise specified in an SOW, Supplier will obtain and assign to Cisco a non- exclusive, royalty-free, worldwide, perpetual, irrevocable, transferable, sub-licensable license to use all Third Party Intellectual Property Rights incorporated into, required to use, or delivered with the Work. Supplier will deliver copies of the above releases and licenses to Cisco upon ▇▇▇▇▇’s request.

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  • Ownership and License in Deliverables Unless otherwise specified in a specific Purchase Order concerning procurement of a SaaS product:

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  • Ownership and Proprietary Rights Title, ownership rights and intellectual property rights to Software or to the Software and all patents, copyright, design rights, trade secrets and other proprietary rights in or related to the Software are and remain the exclusive property of Licensor and its suppliers. Licensee acknowledges such rights and will not take any action that jeopardizes such rights or acquire any rights except the limited use rights specified in this Agreement. The Software is protected by copyright and other intellectual property laws and international treaty provisions. The Licensee further acknowledges that in the course of its use of the Software, pursuant to the terms of this Agreement, that it may suggest modifications or improvements to the Software (“Modification(s)”). The Licensee expressly acknowledges the Licensor shall have the right to use these modifications and hereby grants the Licensor a non-exclusive, royalty-free, perpetual worldwide license to use or incorporate said Modification(s), in whole or in part, into the future development of any technology, including the Software. The Licensee expressly acknowledges that the Licensor is not obligated to provide the licensee with any form of compensation with respect to the use of the Modification(s).