Provider Materials Clause Samples

Provider Materials. All right, title, and interest in and to the Provider Materials, including all Intellectual Property Rights therein, are and will remain with Provider and, with respect to Third-Party Materials, the applicable third-party providers own all right, title, and interest, including all Intellectual Property Rights, in and to the Third-Party Materials. Customer has no right, license, or authorization with respect to any of the Provider Materials except as expressly set forth in Section 2.1 or the applicable third-party license, in each case subject to Section 3. 1. All other rights in and to the Provider Materials are expressly reserved by Provider. In furtherance of the foregoing, Customer hereby unconditionally and irrevocably grants to Provider an assignment of all right, title, and interest in and to the Resultant Data, including all Intellectual Property Rights relating thereto.

Provider Materials. The term “Provider Materials” shall mean information authored solely by Provider (excluding the Deliverables).

Provider Materials. All right, title, and interest in and to the Provider Materials, including all IP Rights therein, are and will remain with Provider and, with respect to Third- Party Materials, the applicable third-party providers own all right, title, and interest, 1. All other rights in and to the Provider Materials and Third-Party Materials are expressly reserved by Provider and the respective third-party licensors. In furtherance of the foregoing, Customer hereby unconditionally and irrevocably grants to Provider an assignment of all right, title, and interest in and to the Resultant Data, including all IP Rights relating thereto.

Provider Materials. Provider will own all rights, title and interests in and to: (i) the Program; (ii) any modifications, improvements, derivative works or enhancements to the Program, and (iii) all Intellectual Property Rights related to the foregoing, in each case that are: (a) owned or licensed prior to the Effective Date; (b) developed or created during the term of this Agreement, whether created or developed solely by employees or agents of Provider or by employees or agents of Provider jointly with employees or agents of Cigna during the term of this Agreement (excluding any Work Product and, except as provided in Section 6.6, Project Developments), or (c) created independently of the Covered Services delivered to Cigna and without reliance upon Cigna-provided data (collectively, the “Provider Materials”). Provider hereby grants to Cigna a perpetual, irrevocable, worldwide, fully-paid, royalty-free, nonexclusive license to, and to allow Cigna authorized users, including its employees, agents, contractors, members, customers or providers to, access, copy, modify, use and distribute such Provider Materials to the extent required to use the Work Product.

Provider Materials. (a) Provider Software The initial list of Provider Owned Software and Provider Licensed Software that is necessary for Provider to perform the Services shall be identified in the “Provider Software” Schedule to each Service Agreement. Each “Provider Software” Schedule shall be updated from time to time as needed, with the prior approval of Customer. Unless otherwise expressly stated, Provider shall be solely responsible for obtaining, installing, Exhibit 10.103 operating and maintaining at its expense any Provider Software needed to provide the Services and the Work Product and as necessary for Customer Group to use and receive the Services or Exploit the Work Product, including the payment of all applicable fees. (b) Ownership As between the Parties, Provider shall be the sole and exclusive owner of: (i) all Provider Software; (ii) all other Materials that, as of or after the Effective Date, are owned by Provider or licensed by Provider from Third Parties; (iii) all enhancements and Derivative Works of such Provider Software and Materials; and (iv) all Performance Work Product (collectively, including all Intellectual Property Rights therein, the “Provider Materials”). (c) License During Provision of Services Provider hereby grants to Customer Group during the applicable Service Agreement Term (which includes any Termination Assistance Period) a non-exclusive, royalty-free, fully paid, non-transferable license to use, execute, operate, reproduce, display, perform, modify, develop, and personalize the Provider Materials to the extent required for Customer Group to (i) receive and use Services under the applicable Service Agreement, or (ii) to transition Services from Provider to Customer Group (or its designee) in connection with any insourcing of Services by Customer Group. (d) License Rights Upon Expiration or Termination of a Service (i) Upon expiration or termination of a Service Agreement (in whole or in part) or termination of any particular Service(s), Provider hereby grants to Customer Group a nonexclusive, worldwide, royalty-free, perpetual, paid-up license to use, execute, operate, reproduce, display, perform, modify, develop, and personalize (A) all Provider Owned Software (object code and source code) (excluding DXC Commercially Available Software), (B) all Performance Work Product and (C) all Provider Materials, which, in each case, on the relevant date of expiration or termination, Provider is using to perform the Services then being terminat...

Provider Materials. Except with respect to the content you submit (“Your Content”) and the content other users submit, you agree that Provider and its suppliers own all rights, title and interest in the Website, Application, Services, and Provider Materials. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Website, Application, Services, or Provider Materials.

Provider Materials. MJE or Provider shall provide the Company with a reasonable number of photographs, images, recordings videos and/or other content of and/or concerning Provider (collectively “Provider Materials”) that are approved for use (subject to the provisions in Section 1(a)(i)(C)) in connection with the appearance, promotions, publicity and other Services provided hereunder. All rights, title and interests in and to the Provider Materials are and shall remain the exclusive property of MJE and/or Provider (as applicable). Subject to the terms and conditions of this Agreement, MJE hereby grants to Company a limited, non-exclusive, non-sublicensable, non-transferable and terminable right and license during the Term to reproduce, distribute, exhibit, display, publish, exploit and otherwise use the approved Provider Materials solely for advertising, publicity and promotional purposes across all facts of the business of the Company and/or its affiliates, including in connection with investor, lender and financial presentations, franchise brochures and new product launches, in each case subject to MJE’s prior written approval of each item that incorporates such Provider Materials and the use thereof. MJE represents and warrants that the use by the Company of the approved Provider Materials in accordance with this Agreement (and as such use is approved by MJE) shall not violate the proprietary rights of any third party or require the payment by Company of any third-party fees.

Provider Materials. We retain all right, title, and interest in and to the Provider Materials, including all Intellectual Property Rights therein and, with respect to Third-Party Materials, the applicable third-party providers own all right, title, and interest, including all Intellectual Property Rights, in and to the Third-Party Materials. You have no right, license, or authorization with respect to any of the Provider Materials except as expressly set forth in Section 2.1 or the applicable third-party license, in each case subject to Section 3.1. We expressly retain all other rights in and to the Provider Materials. In furtherance of the foregoing, you hereby unconditionally and irrevocably grant to us an assignment of all right, title, and interest in and to the Resultant Data, including all Intellectual Property Rights relating thereto.

Provider Materials. All right, title, and interest in and to the Provider Materials, including all Intellectual Property Rights therein, are and will remain with Provider and, with respect to Third-Party Materials, the applicable third-party providers own all right, title, and interest, including all Intellectual Property Rights, in and to the Third-Party Materials. Customer has no right, license, or authorization with respect to any of the Provider Materials except as expressly set forth in Section 2.1 or the applicable third-party license, in each case subject to Section 3.