Assignment and Disclosure Clause Samples

Assignment and Disclosure. The following provision shall supplement Section 13 of the Agreement: You consent to State Street's use of Work Product without attribution of authorship and to State Street's manipulation of Work Product for the purposes of the Copyright Act 1968 (Cth).

Assignment and Disclosure. The following provision shall replace Section 11 (a) of the Agreement: You acknowledge that, by reason of being employed by your Employer, to the extent permitted by law, all works, deliverables, products, methodologies and other work product conceived, created and/or reduced to practice by you, individually or jointly with others, during the period of your Employment by your Employer and relating to the Company or any of its Subsidiaries or demonstrably anticipated business, products, activities, research or development of the Company or any of its Subsidiaries or resulting from any work performed by you for the Company or any of its Subsidiaries, including, without limitation, any track record with which you may be associated as an investment manager or fund manager (collectively, “Work Product”), that consists of copyrightable subject matter is “corporate work” as defined in currently effective Copyright Law of the People's Republic of China (Art. 11.3), or "work made for hire" as defined in the Copyright Act of 1976 (17 U.S.C. § 101), or currently effective Copyright Law of the People's Republic of China (Art. 16.2.

Assignment and Disclosure. The following shall replace Section 13 of the Agreement: (a) You acknowledge that, by reason of being employed by your Employer, to the extent permitted by law, all works, deliverables, products, methodologies and other work product conceived, created and/or reduced to practice by you, individually or jointly with others, during the period of your employment by your Employer and relating to the Company or any of its Subsidiaries or demonstrably anticipated business, products, activities, research or development of the Company or any of its Subsidiaries or resulting from any work performed by you for the Company or any of its Subsidiaries, including, without limitation, any track record with which you may be associated as an investment manager or fund manager (collectively, “Work Product”), that consists of copyrightable subject matter shall be subject to provisions of Art. 12 (1) of the Act of February 4th, 1994 on Copyright and Related Rights (hereinafter referred to as: "Copyright Act"), and such copyrights are therefore owned, upon creation, exclusively by State Street legal entity (i) the rights of fixation and reproduction (permanently or temporarily) by any and all means; (ii) the rights of distribution, introduction into computer memory, introduction to trading, letting for use or rental of the original or copies; (iii) the rights of public performance, exhibition, screening, broadcasting as well as retransmission; (iv) the rights of making the Work Product available to the public in such a manner that anyone could access it at the place and time chosen by them, in particular over the Internet; (v) the right to introduce changes, amendments and modifications to the Works, to reprocess, translate, adapt or freely develop the Work Product at your Employer's discretion, including to introduce changes that are not necessary, or are not technically or functionally required. Your Employer shall have an exclusive right to authorize others the exercise of derivative rights to the Work Product, referred to in Art. 46 of the Copyright Act. (b) To the extent the foregoing rule does not apply and to the extent permitted by law, you hereby assign and agree to assign, for no additional consideration, all of your rights, title and interest in any Work Product and any intellectual property rights therein to your Employer. The assignment shall take effect upon the creation of the Work Product with respect to all fields of exploitation of the Work Product listed in t...

Assignment and Disclosure. On a terminated country-by-terminated country basis, Licensee will promptly and will cause its Representatives to (and in any event within [**] after the effective date of termination) and hereby does: (a) assign and transfer to Akebia or its designee all of Licensee’s and its Representatives’ rights, title, and interests in and to (i) all Regulatory Submissions, Regulatory Approvals, clinical trial agreements, and distribution agreements (to the extent assignable and not cancelled), confidentiality and other agreements, and Study Data (to the extent in Licensee’s and its Representatives’ Control), in each case, relating to the Licensed Product and that are necessary or reasonably useful for the Development or Commercialization of the Licensed Product, and (ii) to the extent assignment pursuant to clause (i) is delayed or is not permitted by the applicable Regulatory Authority, permit Akebia to cross-reference and rely upon any Regulatory Submissions and Regulatory Approvals filed by Licensee and its Representatives with respect to the Licensed Product, (b) disclose to Akebia all documents that are controlled by Licensee and its Representatives or that Licensee and its Representatives are able to obtain using reasonable efforts, and that embody the foregoing, (c) subject to Licensee’s and its Representatives’ confidentiality obligations to Third Parties, provide to Akebia for its review unredacted copies of all clinical trial agreements, manufacturing and supply agreements, distribution agreements (to the extent assignable and not cancelled), and confidentiality and other agreements, in each case, relating to the Licensed Product and that are necessary or reasonably useful for the Exploitation of the Licensed Product, and, following such review, upon Akebia’s request and solely to the extent permitted under the terms of such agreements, assign and transfer to Akebia or its designee all of Licensee’s and its Representatives’ rights, title, and interests in and to any such agreements. If such agreement is not assignable, then Licensee will and will cause its Representatives to cooperate with Akebia in all reasonable respects to secure the consent of the applicable Third Party to such assignment or to cause such Third Party to enter into a separate agreement with Akebia on terms substantially similar to those granted to Licensee or such Representative, as applicable, (d) disclose to Akebia or its designee all data, information, documents, records, and materia...

Assignment and Disclosure. The following shall replace Section 13 of the Agreement:

Assignment and Disclosure. Each party shall cause all employees and others conducting work on its behalf under this Agreement to promptly disclose to the other party all Technology and Information in which the other party has an ownership interest, and to assign any and all right, title and interest in all Technology and Information and all patent rights and other intellectual property rights therein in accordance with this Agreement. Each party shall maintain records in sufficient detail and in good scientific manner appropriate for patent purposes to properly reflect all work done and results achieved in conducting its work hereunder, and shall respond to reasonable requests of the other party for information regarding Technology and Information in which the other party has an ownership interest.

Assignment and Disclosure. ‌ The Borrower agrees that the Bank may, at its option, sell, transfer, assign, grant security interests in, pledge or otherwise dispose of the Charge, or all or some of the Liabilities, without consent or notice, and in any such case this Charge shall continue to secure all Liabilities existing at the time of or arising after any such sale, transfer, assignment, grant of security interest, pledge or other disposition. The Borrower irrevocably agrees that the Bank may collect, use and disclose all personal information included in or relevant to the Charge, Liabilities and any Credit Agreement (including credit and default information) with respect to the Borrower, the Guarantor or any Person who assumes or becomes responsible for payment of any amounts secured by the Charge, to anyone to whom the Bank sells, transfers, assigns, grants security interests in, pledges or otherwise disposes of its rights. The Bank may delegate the exercise of its rights or the performance of its obligations to another Person, and in that event the Bank may furnish that Person with any information it may have concerning the Borrower, Guarantor, Charge, Liabilities and Lands. The Bank may also disclose information about the Borrower, Guarantor, Charge, Liabilities and Lands in connection with collection or enforcement proceedings in respect of the Charge or to an insurer or other third party from whom the Bank may obtain benefits that protect its security. The Borrower consents to insurers and other third parties that provide benefits or services to the Bank for the Charge obtaining information about the Borrower from credit bureaus and other lenders to evaluate the Borrower and the Charge. For clarity, and in addition to the rights granted to the Bank in this Section 21, the Bank shall have the right, both before and after the advance of the Principal Amount, without notice to the Borrower and without their consent, to sell, assign, syndicate, or securitize into the secondary market, the Credit Agreement, the Liabilities, this Charge and all other security for the Liabilities, in whole or in part, to any other party or parties (each a "Holder"), and the Holder(s) shall thereafter have all the rights herein of the Bank, including the right to so sell or assign in turn, without any effect on the interest rate or terms of the Liabilities. The Bank may from time to time, in connection with the sale, assignment, syndication or securitization of the Liabilities, or otherwise, appoint...

Assignment and Disclosure. (a) You acknowledge that, by reason of being employed by your Employer, to the extent permitted by law, all works, deliverables, products, methodologies and other work product conceived, created and/or reduced to practice by you, individually or jointly with others, during the period of your employment by your Employer and relating to the Company or any of its Subsidiaries or demonstrably anticipated business, products, activities, research or development of the Company or any of its Subsidiaries or resulting from any work performed by you for the Company or any of its Subsidiaries, including, without limitation, any track record with which you may be associated as an investment manager or fund manager (collectively, “Work Product”), that consists of copyrightable subject matter is "work made for hire" as defined in the Copyright Act of 1976 (17 U.S.C. § 101), and such copyrights are therefore owned, upon creation, exclusively by State Street. To the extent the foregoing does not apply and to the extent permitted by law, you hereby assign and agree to assign, for no additional consideration, all of your rights, title and interest in any Work Product and any intellectual property rights therein to State Street. You hereby waive in favor of State Street any and all artist’s or moral rights (including without limitation, all rights of integrity and attribution) you may have pursuant to any state, federal or foreign laws, rules or regulations in respect of any Work Product

Assignment and Disclosure. 17.1 You and each guarantor agree that we may assign, transfer or otherwise deal with our rights and obligations under this loan agreement and each related agreement in any way we reasonably consider appropriate, without your or any guarantor' s further specific consent (and, subject to applicable law, without notice). 17.2 Your rights and obligations, and the rights and obligations of each guarantor, under this loan agreement and each related agreement may not be assigned or transferred without our written consent.