Development of Improvements. In the event Standard develops or improves the Digital Pen and Paper System and associated Online Services or related methods or know-how (“Improvement(s)”), Standard promptly shall fully-disclose and make the Improvement(s) immediately available to ExpeData. ExpeData exclusively shall own all Improvements. Standard shall have a non-exclusive, fully-paid up, royalty free, world-wide, perpetual, non-transferable license to such Improvements. At ExpeData’s expense, Standard shall sign and complete such assignments, agreements or other documents and shall take all actions as shall be necessary to confer upon ExpeData, and to register in ExpeData’s name, the sole ownership of Improvement(s) worldwide, as determined in ExpeData’s discretion. Notwithstanding the foregoing, Standard may develop appropriate interfaces between ExpeData’s Digital Pen and Paper System and the operating systems of Standard’s Customers. Standard will retain sole ownership of the interface technology that is designed or developed by Standard to interface ExpeData’s Digital Pen and Paper System and the operating systems of Standard’s Customers. ExpeData shall have the right to obtain a non-exclusive, world-wide, perpetual, non-transferable license to such interface technology, at a reasonable royalty to be mutually agreeable between the parties.
Appears in 2 contracts
Sources: Channel Partner and Referral Agreement, Channel Partner and Referral Agreement (Standard Register Co)