Ownership and Licenses Sample Clauses
The "Ownership and Licenses" clause defines who holds the rights to intellectual property created or used under an agreement and specifies the permissions granted to each party regarding that property. Typically, this clause clarifies whether one party retains full ownership of materials, inventions, or software, and outlines the scope of any licenses—such as whether they are exclusive, non-exclusive, transferable, or limited in duration. Its core function is to prevent disputes by clearly allocating rights and usage permissions, ensuring both parties understand their entitlements and restrictions regarding intellectual property.
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Ownership and Licenses. 6.1 Except as otherwise explicitly licensed or transferred as provided herein, each party will, as between it and the other party hereto, retain ownership of any and all inventions, copyrights, trade secrets, know-how, patent rights and other technology and rights to the extent conceived or developed by its personnel or contractors (other than the other party hereto). Neither party makes any grant of rights by implication.
6.2 Except as otherwise provided herein, each party shall be responsible, as it shall determine, for the filing and prosecution of any and all patent applications with respect, in whole or in part, to its own intellectual property and for the maintenance of any available patent protection with respect thereto; provided however, that neither party commits that any such patent protection will be available or continuous hereunder. If one party believes that an application for a patent in the Territory should be filed with respect to any invention of the other party hereunder related to the Designated Product, it may so notify such other party, and the parties will cooperate in the investigation of the propriety of such an application, taking into account the respective interests of the parties and the anticipated costs and benefits of such patent protection.
6.3 Penwest hereby grants to Mylan and its Affiliates a license under the Penwest Patents, the Joint Developments, and Penwest's Confidential Technology disclosed to Mylan hereunder to make, have made, use and sell the Designated Product in the Territory during the License Term. Such license shall be exclusive for such purposes as to the Penwest Patents listed in Exhibit within the Exclusive Territory and shall be non-exclusive in the Non-Exclusive Territory. Such license does not extend to the making of TIMERx or Formulated TIMERx, but does cover the incorporation of the same into the Designated Product. Mylan shall have no right to grant sublicenses hereunder without the prior written consent of Penwest, which consent may be withheld in Penwest's discretion as to sublicenses in the Exclusive CONFIDENTIAL MATERIAL OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. ASTERISKS DENOTE SUCH OMISSIONS Territory, but will not be unreasonably withheld as to sublicenses in the NonExclusive Territory. Penwest will, throughout the License Term, promptly notify Mylan of all Penwest Patents referred to in Subsection and provide Mylan with access to all of the same, solely for...
Ownership and Licenses. 54 Section 16.01 Property damage.....................................................................................................................55 Section 16.02 Risk of Loss.............................................................................................................................55 Section 16.03 Limitation of HHSC’s Liability..................................................................................................55 Section 17.01 Insurance Coverage................................................................................................................55 Section 17.02 Performance Bond..................................................................................................................57 Section 17.03 TDI Fidelity Bond.....................................................................................................................57
Ownership and Licenses. Except for the limited rights expressly granted in these Terms of Service, neither party transfers or otherwise licenses to the other party any technology, software, or other intellectual property rights. Customer retains all right, title, and interest in and to Content. Content will not be deemed part of any Services by virtue of being located on or served from Limelight servers.
Ownership and Licenses. You, the Affiliate, are granted a non-exclusive, limited, revocable right to use Merchant provided trademarks and banners. All images, technology and content provided for Your use is and shall remain the sole property of the Merchant, and no part thereof shall be deemed assigned or licensed to You except as explicitly provided for herein. All intellectual property rights, including trademarks, copyrights, patent rights or applications, trade names and service marks related to the foregoing shall remain the Merchant’s sole property, including rights in and to any derivatives thereof. You may not modify the trademarks, banners, the content or any of the images provided to You in any way. A Merchant may immediately terminate Your license to use the marks if the Merchant reasonably believes that such use dilutes, tarnishes or blurs the value of their marks. You acknowledge that Your use of the marks will not create in You, nor will You represent that You have, any right, title or interest in or to the marks other than the license granted by the Merchant above. You will not challenge the validity of or attempt to register any of the marks or Your interest therein as a licensee, nor will You adopt any derivative or confusingly similar names, brands or marks or create any combination marks with the marks. You acknowledge the Merchant’s ownership and exclusive right to use the marks and agree that all goodwill arising as a result of the use of the marks shall inure to the benefit of the Merchant. REPRESENTATIONS ▇▇▇▇▇▇▇.▇▇▇ makes no representations whatsoever about any other Web site which You may access through the Service. In addition, a link to a ▇▇▇-▇▇▇▇▇▇▇.▇▇▇ Web site does not mean that ▇▇▇▇▇▇▇.▇▇▇ endorses or accepts any responsibility for the content or the use of such Web site. NONASSIGNABILITY Affiliate or ▇▇▇▇▇▇▇.▇▇▇ may assign this Agreement to any successor or affiliate upon notice to the other party and mutual agreement between both parties. FORCE MAJEURE Neither party shall be liable hereunder by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes or any other cause which is beyond the reasonable control of such party.
Ownership and Licenses. 4.1. Each party owns and shall retain all right, title and interest in its names, logos, trademarks, service marks, trade dress, copyrights and proprietary technology, including, without limitation, those names, logos, trademarks, service marks, trade dress, copyrights and proprietary technology currently used or which may be developed and/or used by it in the future.
Ownership and Licenses. 5.1 Ownership
a) OCLC Intellectual Property. OCLC and/or its licensors or suppliers are the exclusive owners of and retain all right, title, and interest (including all copyrights, trademarks, patents, and any other proprietary rights) to the Products, Services, WorldCat, and all other materials produced or provided by OCLC. All rights not expressly granted by OCLC are reserved.
Ownership and Licenses. 7.1. Partner, Partnerize and Apple, each and individually, owns and shall retain all right, title and interest in its names, logos, trademarks, service marks, trade dress, copyrights and proprietary technology, including, without limitation, those names, logos, trademarks, service marks, trade dress, copyrights and proprietary technology currently used or that it may use or develop in the future.
7.2. Partnerize, if authorized by Apple, grants Partner a revocable, non-exclusive, worldwide license to use, reproduce and transmit the name, logos, trademarks, service marks, trade dress and proprietary technology posted on the Partner Management Area solely for the purpose of creating links from Partner's Partner Property to the Stores in connection with the Program. Except as expressly set forth in these Program Terms and Conditions or permitted by applicable law, Partner may not copy, distribute, modify, reverse engineer, or create derivative works from the same. Any goodwill resulting from Partner's use of Apple's name, logos, trademarks, service marks and trade dress will inure solely to the benefit of Apple and will not create any right, title or interest for Partner. Partner shall not sublicense, assign or transfer any such licenses for the use of the same, and any attempt at such sublicense, assignment or transfer is void. To the extent the registration of licensing of intellectual property rights is required under applicable law, Partner shall file a respective license agreement or any other agreement, which governs the licensing of intellectual property rights, and register it with a relevant authority.
7.3. Partner may use only the Creative posted in the Partner Management Area, and only in connection with the Program. Creative is to be used solely for the purpose of advertising content on the Stores. Partner's use of the Creative shall comply with the Partner Identity Guidelines (▇▇▇▇://▇▇▇.▇▇▇▇▇.▇▇▇/itunes/link/), which may change from time to time. Partner shall not use the Creative in connection with any activity that disparages Apple, or its products or services, or that damages the reputation for quality inherent in the same. The use of creative or content that is posted on other sites, found in other emails or other sources, manipulated in any way or derived from any means besides the Partner Management Area is not permitted. If Partner does not fully comply with this provision Apple may withhold commissions, immediately cause Partnerize to ter...
Ownership and Licenses. Contractor agrees that the deliverables and materials developed pursuant to this Agreement (including, without limitation, all presentations, writings, ideas, concepts, designs, text, plans, and other materials that Contractor conceives and develops pursuant to this Agreement, including all materials incorporated therein whether such materials were conceived or created by Contractor individually or jointly, on or off the premises of Client, or during or after working time) shall be treated as if the development of such deliverable constitutes a "work for hire" and shall be owned by Client upon payment of all fees due to Contractor pursuant to this Agreement. In the event that any such material is considered not to be a "work made for hire," Contractor hereby assigns all ownership (whether represented or not by a registered patent, copyright, trade secret) and other proprietary or rights, title and interest in such deliverables and materials to Client, and agrees to execute such documents as Client may reasonably request, in order to assist Client in obtaining and protecting such rights. Contractor agrees that Contractor has no interest in any materials that Contractor submits to Client, including, without limitation, any security interest therein, and hereby releases to Client any interest therein (if any) which may be created by operation of law. Except as otherwise agreed to in writing and as necessary in the performance of this Agreement, Contractor shall have no rights to license, sell or use the deliverables or materials developed under this Agreement, or any portion thereof.
Ownership and Licenses. Title to and the copyright in any copyrightable material, including computer software, first produced or composed in the performance of the Research Project solely by employees of Mines shall remain with Mines (“Mines Copyrights”). Unless specified as a deliverable in Appendix A, Mines shall have no obligation to deliver any Mines Copyrights to Sponsor, and Sponsor shall have no license rights in any Mines Copyrights.
Ownership and Licenses. Title to and the copyright in any copyrightable material first produced or composed in the performance of the Research solely by MIT employees and/or students shall remain with MIT. For any copyrights or copyrightable material other than computer software and its documentation and/or informational databases required to be delivered in accordance with Attachment A, Sponsor is hereby granted an irrevocable, royalty-free, non-transferable, non-exclusive right and license to use, reproduce, make derivative works, display, distribute and perform all such copyrightable materials for Sponsor’s internal purposes. Sponsor shall be entitled to elect, by notice to MIT within six (6) months following MIT’s notification or delivery to Sponsor of computer software and its documentation and/or informational databases required to be delivered to Sponsor in accordance with Attachment A, a royalty-free, non-transferable, non-exclusive right and license to use, reproduce, make derivative works based upon, display, and distribute to end users, such computer software and its documentation and/or databases for internal and/or commercial purposes. If the use of the software would infringe claims of a patent application filed pursuant to Section 11.A above, then Sponsor will need to elect license rights in such patent as set forth in Section 11.B above in order to elect the license contemplated by this Section. If such computer software is a derivative of MIT software existing prior to the start of the Research, then such license may not be royalty-free.