INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT Clause Samples
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INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 26.1 All rights, titles and interests (including rights in source code, instructions, documentation and tools) in and relating to the Equipment (including Hardware and Software) shall belong exclusively to Worldline Nordics, Worldline Nordics’ affiliates, sub-contractors and/or licensors (as the case may be). All copyright, as well as other Intellectual Property Rights, related to the Equipment, and products included therein as well as related documentation and know-how, including such source code, specifications, documentation and similar added by request of the Merchant, constitutes Worldline Nordics’ property.
26.2 Nothing contained in this Agreement involves, and shall not be construed as involving, any assignment or transfer of any ownership, copyright or other Intellectual Property Right in and to the Equipment except for the Merchant’s limited right to use the Equipment in accordance with the terms of the Agreement.
26.3 The Merchant undertakes not to:
a) dismantle, reverse engineer, decompile or modify the Equipment or in some other manner try to gain access to the Equipment or let someone else gain such access, or
b) copy, sell, change, modify transfer, grant, sub-license, lease or lend or in some other manner dispose or take possession of the Equipment, neither shall the Merchant let someone else in other manners or by omission gain access to the Equipment or the underlying Software or its source code in any manner unless expressly permitted in this Agreement or otherwise follows from mandatory law.
26.4 Subject to the limitations as described under section 7 to the General Terms and Conditions and section 29 to the Special Terms and Conditions and provided that the Merchant is using the Equipment in accordance with this Agreement and the Instructions, Worldline Nordics will hold the Merchant harmless from any potential claims or actions brought against the Merchant for infringement in any third party’s intellectual property right for using the Software. This undertaking will only apply provided (i) that the Merchant will give immediate notice to Worldline Nordics of such claims or actions brought against the Merchant, (ii) that Worldline Nordics is entitled to decide on the defence of such claim or action and conduct negotiations of settlements or other arrangement, (iii) that the Merchant on its own expense delivers all available information to Worldline Nordics, and (iv) that the Merchant will provide Worldline Nordics with all reasonable assi...
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 6.01 MICROPORT acknowledges that the Trade Ma▇▇(▇), the Technical Information, and all Intellectual Property Rights licensed to MICROPORT under Clause 2.2, are the absolute and exclusive property of LOMBARD and/or its licensors (as applicable) and it shall not be deemed to include a transfer of Intellectual Property Rights. MICROPORT is authorized to use the Intellectual Property Rights only in connection with the manufacture of Products pursuant to this Agreement.
6.02 MICROPORT shall immediately give written notice to LOMBARD of any infringement or threatened infringement of, or any challenge to, any of the Trade Marks or any inadvertent disclosure or unauthorized use of the Technical Information or any Intellectual Property Right of LOMBARD and/or its licensors which shall come to its notice. LOMBARD shall take such action as it considers appropriate to institute or defend any action in respect of such infringement or other matters. If LOMBARD, in its sole discretion, takes action in respect of the same, MICROPORT acknowledges that LOMBARD shall be solely responsible for the conduct of such action, including its prosecution, defense or settlement, and MICROPORT shall make no admission as to liability and shall not agree to any settlement or compromise of any action, and shall at LOMBARD’s expense give LOMBARD all such assistance as LOMBARD may reasonably require in connection with the same.
6.03 Should LOMBARD decide not to institute or defend any such legal action of which it is advised by MICROPORT pursuant to Clause 6.02, it shall so notify MICROPORT in which event MICROPORT shall be entitled, at MICROPORT’s cost, to institute or defend such action as it thinks fit. LOMBARD shall give MICROPORT all such assistance as MICROPORT may reasonably require in connection with such action and MICROPORT shall keep LOMBARD informed of any progress in respect of the same and shall not make any admission as to liability or agree to any settlement or compromise of any action without LOMBARD’s prior written consent not to be unreasonably withheld or delayed. LOMBARD hereby consents to the use of its name by MICROPORT in any legal action instituted or defended by MICROPORT in accordance with this Clause 6.03 in so far as it is necessary for the prosecution or defense of such action.
6.04 Subject to the remainder of this Clause 6 and to Clause 11, LOMBARD shall indemnify MICROPORT from and against all losses, damages, costs, liabilities and expenses (including legal ...
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 25.1 Unless the Parties otherwise agree in writing all Intellectual Property which originates from, or is owned or developed by, a Party will remain in the ownership of that Party; and
25.2 Nothing in the Interconnection Agreement will confer on a Party any rights or interests in or licenses to use or to permit or cause use to be made of the Intellectual Property of the other Party.
25.3 It will be the responsibility of each Party to ensure that it (at its own cost) obtains any necessary consents or licenses in relation to Intellectual Property used in its network that may be required to enable the other Party to observe or perform its obligations under the Interconnection Agreement.
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 5.1 All rights, titles and interests (including rights in source code, instructions, documentation and tools) in and relating to the Equipment (including Hardware and Software) shall belong exclusively to Bambora, Bambora’s affiliates, sub- contractors and/or licensors (as the case may be). All copyright, as well as other Intellectual Property Rights, related to the Equipment, and products included therein as well as related documentation and know-how, including such source code, specifications, documentation and similar added by request of the Merchant, constitutes Bambora's property.
5.2 Nothing contained in this Agreement involves, and shall not be construed as involving, any assignment or transfer of any ownership, copyright or other Intellectual Property Right in and to the Equipment except for the Merchant's limited right to use the Equipment in accordance with the terms of the Agreement.
5.3 The Merchant undertakes not to:
a) dismantle, reverse engineer, decompile or modify the Equipment or in some other manner try to gain access to the Equipment or let someone else gain such access, or
b) copy, sell, change, modify transfer, grant, sub-license, lease or lend or in some other manner dispose or take possession of the Equipment, neither shall the Merchant let someone else in other manners or by omission gain access to the Equipment or the underlying Software or its source code in any manner unless expressly permitted in this Agreement or otherwise follows from mandatory law.
5.4 Subject to the limitations as described under section 7 to the General Terms and Conditions and section 8 to the Special Terms and Conditions and provided that the Merchant is using the Equipment in accordance with this Agreement and the Instructions, Bambora will hold the Merchant harmless from any potential claims or actions brought against the Merchant for infringement in any third party’s intellectual property right for using the Software. This undertaking will only apply provided (i) that the Merchant will give immediate notice to Bambora of such claims or actions brought against the Merchant, (ii) that Bambora is entitled to decide on the defense of such claim or action and conduct negotiations of settlements or other arrangement, (iii) that the Merchant on its own expense delivers all available information to Bambora, and (iv) that the Merchant will provide Bambora with all reasonable assistance to conduct said defense, settlement or other arrangement. If the Equipment ...
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 7.1. Within the context of this Agreement “Intellectual Property Rights” shall mean, without limitation, any and all patents, utility models, trademarks, rights in designs, trade, business or domain names, know-how, rights in databases and copyrights, rights in inventions, trade secrets and other confidential information and all other intellectual property rights of a similar or corresponding character which may now or in the future subsist in any part of the world and whether registered or not.
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. ARTSYL shall defend at its expense any action brought against VAR to the extent that such action is based on a claim that a Product infringes a United States patent, copyright, or trademark, provided that: (i) VAR notifies ARTSYL promptly in writing of notice of such action or claim; (ii) VAR cooperates with ARTSYL, at ARTSYL’s expense; and (iii) ARTSYL has exclusive control of the defense of any action or claim and all negotiation, settlement or compromise of such claim. Should the Product be held, or be likely to be held, to infringe on United States patent or other property right, VAR shall permit ARTSYL, at its option and expense, to procure for VAR the right to continue using the Product, to replace or alter the Product to render it non- infringing, or to accept the return of the Product for a refund of the VAR’s purchase price less depreciation deducted on a five year straight-line basis. ARTSYL shall not be liable with respect to any claim of patent infringement or other property right infringement which is based upon the combination of ARTSYL’s Products with other equipment not produced by ARTSYL, or a product or part specified by VAR or manufactured to VAR's design. The foregoing states the entire obligation and liability of ARTSYL with respect to infringement of patents, copyrights or other intellectual property rights.
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. Caspeco owns or possesses all intellectual property rights (both existing and future rights, including copyright and rights to computer programs and systems) regarding the Services, and the Customer is not granted any right to ▇▇▇▇▇▇▇’s intellectual property rights other than where specified in the Agreement.
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 8.1 Patentable Inventions. BI shall own all Inventions made solely by its employees and agents, and all Patent Rights claiming such Inventions. Vion shall own all Inventions made solely by its employees and agents, and all Patent Rights claiming such Inventions. All Inventions made jointly by employees or agents of BI and employees or agents of Vion shall be owned jointly by BI and Vion ("Joint Inventions").
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 11 ARTICLE 7. CONFIDENTIALITY..................................................13 ARTICLE 8.
INTELLECTUAL PROPERTY RIGHTS AND INFRINGEMENT. 18.1 Nothing in the Agreement shall operate to deprive either of the Parties their respective Intellectual Property Rights.
18.2 The Supplier agrees that any Intellectual Property Rights developed specifically for and/or on behalf of Plasman or to facilitate the production and operation of the Products shall belong to Plasman.
18.3 Plasman shall provide the Supplier with technical documents and information necessary for the manufacture and delivery of the Products or the performance of Services to the extent stated in the Agreement and/or the Specification.
18.4 All technical documents and information provided by Plasman shall remain the property of Plasman and shall not be used for any other purpose than the manufacturing of the Products or the performance of the Services. The technical documents and information provided by the Buyer may not, without Plasman’s prior written consent, be copied, reproduced, provided to or otherwise made available to any third party.
18.5 The Supplier shall be responsible for ensuring that the Products or the result of the Services or their use does not infringe any intellectual property rights of a third party. The Supplier undertakes to indemnify Plasman for any direct or indirect expense or liability, including costs, fees, damages and losses arising out of or relating to the Products or the result of the Services or their use and to either replace the Products or the result of Services with non-infringing, equivalent Products or results or to obtain necessary consent from the third party. The Supplier shall investigate, defend and otherwise handle any such claim. The Supplier shall at Plasman’s request, assist Plasman in disputes in which Plasman could become involved due to such infringement and also replace Plasman in such dispute.