Buyer Intellectual Property. Buyer, on behalf of itself and its Affiliates, hereby grants Seller and its Affiliates a non-exclusive, worldwide, royalty-free license to use any software, development tools, know-how, methodologies, processes, technologies or algorithms or any other Intellectual Property owned by Buyer or its Affiliates solely for the purpose of providing the Transition Services.
Buyer Intellectual Property. (a) (i) Buyer and each Buyer Subsidiary is the owner of all, or has the license or right to use, sell and license all of, the material Copyrights, Patents, Trade Secrets, Trademarks, Internet Assets, software and other proprietary rights (collectively, "Buyer Intellectual Property") that are necessary for its business as presently conducted or contemplated in its business plan, free and clear of all Liens.
Buyer Intellectual Property. All copyrights, trademarks, trade secrets, patents, applications for patent, moral rights, or other intellectual or proprietary rights recognized by any jurisdiction, whether now existing or hereafter arising, (collectively, “Intellectual Property”) provided or made available to Seller by or on behalf of Buyer (“Buyer Preexisting IP”) will remain the property of Buyer and its licensors. Buyer hereby grants to Seller a limited, revocable, non-exclusive license, without the right to sublicense, to use the Buyer Preexisting IP solely as necessary for Seller to fulfill its obligations under the Purchase Order and for no other purpose. Subject to section 8, Buyer shall own all Intellectual Property conceived, originated or developed, in whole or in part, that arises from or relates to the Services, the Buyer Materials or any Buyer Preexisting IP (collectively, the “Buyer Intellectual Property”). The Buyer Intellectual Property, having been specially ordered and commissioned by Xxxxx, constitutes a work a “work made for hire” under the Copyright Act of 1976. To the extent any Buyer Intellectual Property does not qualify as a “work made for hire” under the Copyright Act of 1976, Seller hereby assigns to Buyer, for no additional consideration, all of Seller’s rights, title and interest in and to the Buyer Intellectual Property. Upon Xxxxx’s request, Seller shall, and shall cause its employees and agents to, promptly execute all documents, testify in any legal proceedings and generally do everything reasonably necessary to effect assignment and vest ownership in Buyer and enable Buyer, its successors, assigns and nominees to secure and enjoy the full and exclusive benefits of the Buyer Intellectual Property. To the extent any of Seller’s rights in the Buyer Intellectual Property, including any moral rights, are not capable of assignment under the law, Seller hereby irrevocably and unconditionally waives all enforcement of such rights against Buyer and its licensees and sublicensees to 1 August 1, 2021 the maximum extent permitted under the law. Seller will not file any patent application, or seek any other form of Intellectual Property protection, for any Buyer Intellectual Property.
Buyer Intellectual Property. The Parties agree that as between them, Buyer has and retains sole and exclusive ownership of all right, title and interest in and to all Buyer Intellectual Property including recipes and products developed by or at the direction of, or from specifications provided by, Buyer. For the avoidance of doubt, any product not previously produced by Supplier, but produced hereunder at the request or direction of Buyer shall be the sole and exclusive property of Buyer.
Buyer Intellectual Property. “Buyer Intellectual Property” means: (i) except as set forth in Section 4.2(b) below, Intellectual Property for all goods and/or services under the Order; (ii) Intellectual Property conceived, produced or developed by Seller, whether directly or indirectly or alone or jointly with others, in connection with or pursuant to Seller’s performance under the Order; and (iii) creations and inventions that are otherwise made by Seller through the use of Buyer’s or its Affiliates’ equipment, funds, supplies, facilities, materials and/or Confidential Information. Seller shall, and shall cause the Seller Group to, assign all Buyer Intellectual Property to Xxxxx and cooperate with Xxxxx in obtaining title and intellectual property rights therein, at no additional cost to Buyer.
Buyer Intellectual Property. Buyer remains the owner of Confidential Information and any drawings, models, patterns, tools, dies, jigs, specifications or other documents (collectively “Intellectual Property”) that Buyer provides to Seller. Without Buyer’s written consent, such Intellectual Property may not be used for the Seller’s own purposes or for any other purpose or made available to third parties and may be used only for the purpose of the delivery of Material/Services to Buyer. Buyer may request at any time that such Intellectual Property be returned. Seller shall not, without first obtaining the written consent of Xxxxx, in any manner publish Buyer’s name or otherwise indicate that Seller has furnished or contracted Material/Services to Buyer.
Buyer Intellectual Property. Buyer owns all Buyer Intellectual Property.
Buyer Intellectual Property. 3.5.1 The Buyer Disclosure Package sets forth true and correct lists of:
Buyer Intellectual Property. (i) Buyer owns, or is licensed or otherwise possesses legal enforceable rights to use all: (i) trademarks and service marks (registered or unregistered), trade dress, trade names and other names and slogans embodying business goodwill or indications of origin, all applications or registrations in any jurisdiction pertaining to the foregoing and all goodwill associated therewith; (ii) patentable inventions, technology, computer programs and software (including password unprotected interpretive code or source code, object code, development documentation, programming tools, drawings, specifications and data) and all applications and patents in any jurisdiction pertaining to the foregoing, including re-issues, continuations, divisions, continuations-in-part, renewals or extensions; (iii) trade secrets, including confidential and other non-public information (iv) copyrights in writings, designs, software programs, mask works or other works, applications or registrations in any jurisdiction for the foregoing and all moral rights related thereto; (v) databases and all database rights; and (vi) Internet Web sites, domain names and applications and registrations pertaining thereto (collectively, "BUYER INTELLECTUAL PROPERTY") that are used in its business except for any such failures to own, be licensed or process that would not be reasonably likely to have a Material Adverse Effect.
Buyer Intellectual Property. Buyer remains the owner of Confidential Information and any drawings, models, patterns, tools, dies, jigs, specifications or other documents (collectively “Buyer’s Intellectual Property”) that Buyer provides to Seller. Without Buyer’s written consent, such Buyer’s Intellectual Property may not be used for the Seller’s own purposes or for any other purpose or made available to third parties and may be used only for the purpose of the delivery of Material to Buyer. Buyer may request at any time that such Buyer’s Intellectual Property be returned. Seller shall not, without first obtaining the written consent of Buyer, in any manner publish Buyer’s name or otherwise indicate that Seller has furnished, or contracted to supply, Materials to Buyer.
