Design Contracts Sample Clauses
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Design Contracts. (a) Prior to the date of this Contract, the Consultant entered into the Prior Design Contracts as identified in Schedule One with the entity identified in Schedule One as the Prior Design Owner.
(b) The Consultant acknowledges that the Prior Design Owner has assigned, or will assign, to the Employer:
i) the benefit of all statutory warranties or similar rights accruing to the Prior Design Owner under the law in respect of the Prior Design Contracts; and
ii) the benefit of all contractual or similar rights accruing to the Prior Design Owner under the Prior Design Contracts.
(c) Without limiting the other provisions of this Contract, the Consultant grants to the Employer a non-exclusive, royalty-free, irrevocable and transferable licence (to arise immediately on the creation of any relevant material) to use, exercise, reproduce, adapt and modify all Intellectual Property Rights in, or used in the carrying out of, the works undertaken or supplied by the Consultant under the Prior Design Contracts for any purpose in respect of, or in connection with, the Project.
(d) For the purposes of this Contract, “Intellectual Property Rights” means all current and future registered and unregistered rights in respect of copyrights, designs, circuit layouts, trade marks, trade secrets, know-how, materials, documents, methods, confidential information, inventions, innovations, patents and all other rights in respect of intellectual property as defined in article 2 of the Convention Establishing the World Intellectual Property Organisation 1967 (as amended and revised from time to time).
Design Contracts. Lender shall have received a copy of the Design Professional’s Contract with Architect, the Civil Engineer’s Contract with Civil Engineer, and any other design or engineering contracts Owner has entered into.
Design Contracts. Developer shall have delivered to City fully executed and delivered agreements between Developer and the architect and engineers engaged to design the Hotel- Conference Center (“Design Contracts”) meeting the requirements of Article V.
Design Contracts. Owner shall enter into the Architect's Agreement with the Architect. Consistent with the terms and conditions of the respective General Construction Contract and the Architect's Agreement, there shall be no amendment to those or any other design contract or Construction Contract, without the prior written consent of Owner. All rights of Owner and Developer, respectively, under the Architect's Agreement and the General Construction Contract and any other contract designated by Trustee shall be assigned to Trustee under assignment agreements in form and substance satisfactory to Trustee. Developer shall obtain, at no cost to Owner, the consent of Architect, General Contractor and other design professionals and Contractors as necessary to each such assignment.
Design Contracts. Owner shall enter into the Architect’s Agreement with the Architect and the Interior Design Contract with the Interior Architect. Consistent with the terms and conditions of the General Construction Contract, Interior Design Contract and the Architect’s Agreement, there shall be no amendment to those or any other design contract or Construction Contract, without the prior written consent of Owner and the concurrence of Developer. All rights of Owner and Developer, respectively, under the Architect’s Agreement, the Interior Design Contract and the General Construction Contract and any other contract designated by Trustee shall be assigned to Trustee under assignment agreements in form and substance satisfactory to Trustee. Developer shall obtain, at no cost to Owner, the consent of Architect, Interior Architect, General Contractor and other design professionals and Contractors as necessary to each such assignment.
Design Contracts. (a) As soon as possible after the date of this Agreement, Belle shall use its best efforts to procure the termination of the Design Contracts and for each of the Design Contractors to meet with the MCE Parties and enter into good faith negotiations with the MCE Parties and to enter into new contracts (New Design Contracts) with the MCE Parties on or before Closing:
(i) consistent with the revised design for the Project as set out in the Project Plan; and
(ii) substantially in the form set out in Exhibit A of Schedule 5 (New Design Contract) or on such other terms as may be acceptable to the MCE Parties.
(b) The MCE Parties agree to pay to Belle, on Closing, the relevant amount stated in column titled “Contribution” of the table in the Appendix to this Schedule 5 corresponding to each Design Contractor (the total of such amounts not exceeding an amount of ₱ 18,714,058 inclusive of VAT if applicable and subject to withholding tax as contemplated by Section 3.04(a)(ii)2 of this Agreement) provided that the relevant Design Contractor has entered into a New Design Contract with the MCE Parties on or before Closing.
(c) Belle shall:
(i) assign to the MCE Parties or the relevant MCE Designated Entity; and
(ii) ensure that the MCE Parties or the MCE Designated Entity have the benefit of, all IP Rights owned by or licensed to Belle under the Design Contracts and the New Design Contracts.
(d) Belle hereby represents and warrants to the MCE Parties that the MCE Parties will have the full right to use the IP Rights under terms of the Design Contracts and the New Design Contracts and such use will not infringe the rights of any person (including copyright and moral rights) and Belle agrees to keep the MCE Parties indemnified against all Loss suffered or incurred by any of them arising out of, or in relation to such IP Rights.
Design Contracts