CPAA OWNERSHIP Sample Clauses

CPAA OWNERSHIP. The CPAA System is owned by NWEA or its suppliers and includes all content, features, functionality, and services whether made available by NWEA to you and your Users by way of the websites, the Internet or local deployment, and specifically includes the following (which are collectively referred to in this Agreement as “Content”): software applications; administrative and management programs; instructional and curriculum materials and other content; NWEA’s proprietary item banks, including all individual items contained therein; test scripts, images, text, graphs, charts, pictures, etc.; Documentation; features; functionality; reports, assessments, training and support materials, and tutorials; data; logo styles; product design; trademarks; Updates; derivative works; and associated work product. The CPAA System and all updates, enhancements, modifications, and improvements are protected by copyright and trade secret laws and other proprietary rights of NWEA and its suppliers, and are licensed to you through a subscription and are not sold to you. All rights, title, and interest in the CPAA System, all copies, and all updates, enhancements, modifications, and improvements, along with all intellectual property rights related to them, remain with NWEA or its suppliers, regardless of the source giving rise to the intellectual property and despite any modifications or adaptations made for your benefit. You are not granted any license to use any of NWEA’s trade or service marks, except to the extent they are incorporated CPAA reports that are licensed to access, use, display and review under Section 3. NWEA retains all right, title, and interest in its trade and service marks. NWEA reserves all rights in the CPAA System not expressly granted to you in this Agreement. Any use of the CPAA System by you and your Users in violation of this Agreement is expressly prohibited by law, and may result in severe civil and criminal penalties. Violators will be prosecuted to the maximum extent possible. NWEA may use, without restriction or royalty obligation, any comments, suggestions or contributions you provide with respect to the CPAA System during the course of your use. You hereby grant and assign to NWEA any intellectual property rights that you incidentally obtain or have with respect to any such comments, suggestions or contributions.
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Related to CPAA OWNERSHIP

  • Data Ownership BA acknowledges that BA has no ownership rights with respect to the Protected Information.

  • Company Ownership Company will own its respective right, title, and interest, including Intellectual Property Rights, in and to the Company Data. Company hereby grants BNYM a limited, nonexclusive, nontransferable license to access and use the Company Data, and consents to BNYM's permitting access to, transferring and transmitting Company Data, all as appropriate to Company's use of the Licensed Rights or as contemplated by the Documentation.

  • Property Ownership Except as set forth in the Registration Statement and the Prospectus or in the SEC Documents and except as would not reasonably be expected to result in, individually or in the aggregate, a Material Adverse Effect, (i) each of the Company and its Subsidiaries owns its property and assets free and clear of all Liens, except such Liens which arise in the ordinary course of business and do not impair its ownership or use of such property or assets, and (ii) with respect to the property and assets it leases, if any, each of the Company and its Subsidiaries is in compliance with such leases and, to its knowledge, holds a valid leasehold interest free of any Liens except as set forth under the terms of the lease.

  • Equity Ownership All issued and outstanding Capital Securities of the Borrower and each of its Subsidiaries are duly authorized and validly issued, fully paid, non-assessable, and free and clear of all Liens other than those in favor of the Bank, if any. As of the date hereof, there are no pre-emptive or other outstanding rights, options, warrants, conversion rights or other similar agreements or understandings for the purchase or acquisition of any Capital Securities of the Borrower and each of its Subsidiaries.

  • Management, Ownership The Company shall not materially change its ownership, executive staff or management without the prior written consent of the Secured Party. The ownership, executive staff and management of the Company are material factors in the Secured Party's willingness to institute and maintain a lending relationship with the Company.