Client Intellectual Property. 6.1 Contractor acknowledges that Client shall have ownership of all Intellectual Property in the following: 6.1.1 all Client Customer Data; 6.1.2 any written or electronic materials supplied by or on behalf of Client to Contractor for use in the performance of the Services including any stationery and promotional materials; and 6.1.3 all trade marks licensed under Clause 5 , the domain name w▇▇.▇▇▇▇▇▇▇.▇▇.▇▇ (the “Client Domain Name”), the Brand and any other items expressly licensed by Client under this Agreement. 6.2 Contractor hereby assigns (or shall procure the assignment) to Client with full title guarantee and subject to the provisions of Clause 6.4: 6.2.1 all Intellectual Property in all Client Customer Data or in or relating to the business of Client or the business or any member of Client’s Group that it creates, collects, assembles, selects or compiles in the course of providing the Services; and 6.2.2 any Intellectual Property listed under Clause 6.1 and which is owned by Contractor or any Approved Subcontractor. 6.3 On termination or expiration of this Agreement, Contractor shall return to Client, or if so requested by Client, destroy, all materials containing Intellectual Property of Client in its possession or under its control, and Client shall return to Contractor, or if so requested by Contractor, destroy, all materials containing Intellectual Property of Contractor in its possession or under its control. 6.4 Client acknowledges that, as between Contractor and Client, Contractor has and will continue to have ownership of all Intellectual Property and other proprietary rights in the following: 6.4.1 all the software, code, programming, systems and equipment used by or on behalf of Contractor in and in relation to the Services (including those listed in Schedule 4 (the “TRX Systems”), but excluding the Client Owned Equipment) together with all developments and versions of them and all related know-how, trade secrets and confidential information in existence from time to time; 6.4.2 the IATA sub-number and ATOL licence referred to in the Tripartite Agreement, save that Contractor shall assist Client in respect of the Trading record in accordance with Clause 2.17; 6.4.3 any and all Contractor/ Contractor Group names, logos, house-styles and other identifiers (including domain names other than the Client Domain Name) used by Contractor and/or its Group members from time to time in or in relation to the Services. 6.5 Client hereby assigns by way of present assignment of future rights (or shall procure the assignment) to Contractor, with full title guarantee, any Intellectual Property listed under Clause 6.4 which is or becomes owned by Client, any Client Group member(s) and/or any employees, agents or sub-contractors of any of them.
Appears in 2 contracts
Sources: Agreement for the Provision of Services (TRX Inc/Ga), Agreement for the Provision of Services (TRX Inc/Ga)