Background IPR (License) Clause Samples
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Background IPR (License). For the avoidance of doubt, it is explicitly agreed that ownership of either Party’s Background IPR will not be affected by this Agreement. For the purpose of the development and sale of the Philips Integration Kit as agreed between the Parties, each Party and its Affiliates shall have a royalty-free, non-exclusive license under the other Party’s Intellectual Property Rights limited to such purpose.
Background IPR (License). The Supplier hereby grants at no additional cost to the Purchaser a paid-up and royalty-free, irrevocable, non-exclusive, worldwide right and license to all of the Supplier’s rights in the Supplier’s Background IPR, including a right to sub-license, for the duration of the Supplier’s relevant Background IPR, to use and have used, practice or sub-license all such Background IPR, (i) to use and have used, practice and sub-license the Foreground IPR in accordance with Article 18.2, and to use all of the Supplier’s Background IPR included in or relied upon or used to produce Foreground IPR, for all purposes including for purposes of the Satellites and other deliverables to Customers, and/or (ii) for the full and proper performance of the Contract, and/or (iii) the use of and the benefit of any Work and Items to be Delivered under the Contract, and/or (iv) the repair or modification thereof and/or (v) for the Purchaser to exercise its rights and remedies pursuant to Articles 7, “Representations and Warranties”, and 23, “Termination and other remedies”.
Background IPR (License). Service Provider hereby grants to Customer a non-exclusive, perpetual, irrevocable, royalty-free, sub-licensable, worldwide right to use, display, perform and reproduce Background IPR in connection with Customer’s use, operation, modification, enhancement and maintenance of the Deliverables.27 Additionally, Customer may transfer its license to, or may sublicense, Background IPR to the extent that such Background IPR are incorporated into a Deliverable, if Customer transfers or sublicenses such Deliverable.28
