Supplier IP Sample Clauses

Supplier IP. The Customer shall not except to the extent expressly permitted under this Agreement: 2.5.1. attempt to modify, duplicate, create derivative works from, or distribute all or any portion of Supplier Platform (as applicable); 2.5.2. attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Supplier Platform; 2.5.3. access all or any part of the Supplier Platform in order to build a product or service which competes with the Supplier Platform; 2.5.4. use the Supplier Platform to provide services to third parties; or 2.5.5. license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Supplier Platform available to any third party except the Authorised Users.

Supplier IP. Supplier is and will be the sole and exclusive owner of all of the following items and property, including all Intellectual Property Rights therein: (a) all Supplier Background IP; (b) all data, information, materials, software applications, commercial networking platforms and work product developed by the Supplier or its subcontractors independent of this Agreement; (c) all data information, materials and work product developed by the Supplier or by subcontractors of the Supplier under this Agreement, including all Supplier Data, and (d) all data information, materials and work product that the Parties agree in writing is to be owned by the Supplier (collectively the “Supplier IP”).

Supplier IP. (a) The Supplier will own all IP Rights in and to the Supplier Materials and any other IP Rights made available to Amplitel by or on behalf of the Supplier (excluding Third Party Materials and any Developed Material) (together Supplier IP).

Supplier IP. Supplier will own the Supplier IP and any modifications, enhancements or derivations of Supplier IP, developed, in whole or in part, pursuant to this Agreement by or on behalf of Supplier or Supplier Agents.

Supplier IP. Supplier does and shall retain all rights, title and interest in and to all Materials and IP that it (a) owned or licensed prior to the Effective Date, (b) authors, invents, creates or obtains (other than from Company) on or after the Effective Date in the course of its performance of the Services during the term of this Agreement (excluding Work Product), or (c) creates independently of the Services performed for Company (collectively, “Supplier IP”), in each case without use of or reliance on any Company Data, Company IP, or Company Confidential Information. Supplier hereby grants to Company a perpetual, irrevocable, worldwide, fully-paid, royalty-free, nonexclusive license to, and to allow Company authorized users, including its employees, agents, contractors, members, customers or providers to, access, copy, modify, use and distribute such Supplier IP to the extent incorporated into or otherwise required to use Work Product. “Supplier IP” shall include, without limitation, (i) Supplier Systems, including without limitation the Supplier Software and all other software, algorithms and proprietary and technical information therein, and Documentation, (ii) any improvements, enhancements, derivative works, modifications, additional modules, results or features to or for the Supplier Systems, including the Supplier Software, developed or created during the term of this Agreement, whether created or developed solely or jointly by or for the parties, and (iii) all intellectual property rights in the foregoing. For the avoidance of doubt, none of the items in the foregoing sentence shall be considered Work Product.

Supplier IP. As between the parties, the Supplier will own all IP Rights in and to the Supplier Materials and any other IP Rights made available to Enatel by or on behalf of the Supplier (together Supplier IP). The Supplier grants Enatel a non-exclusive,

Supplier IP. Supplier shall identify all Supplier IP to be incorporated into the Deliverables, if any, in each applicable Statement of Work. Subject to compliance with the terms and conditions of this Agreement, Supplier hereby grants to Elevance Health and its Affiliates a perpetual, irrevocable, fully paid-up, royalty free, transferable, sublicensable (through multiple levels of sublicensees), worldwide, non-exclusive right and license under its IP rights, to use, reproduce, distribute, display and perform (whether publicly or otherwise), make, import and otherwise use and exploit (and have others exercise such rights on behalf of Elevance Health or its Affiliates) the Supplier IP solely as incorporated into the Deliverables, for use in connection with the Deliverable in Elevance Health’s business or the business of any Elevance Health Affiliate (including its distribution of products or provision of services to third-parties). The license granted herein shall commence on the Effective Date and, notwithstanding anything to the contrary contained in this Agreement, shall continue in perpetuity and without regard to the Term of this Agreement.

Supplier IP. If the Supplier is required to transfer any Supplier IP to ONSTREAM pursuant to Item O of the Agreement Details, the Supplier must do everything to perfect that transfer. If any Supplier IP is to be retained by the Supplier, the Supplier grants to ONSTREAM a perpetual, irrevocable, royalty-free and non-exclusive licence to use the Supplier IP in relation to the Goods.

Supplier IP. (a) Ownership. As between the parties, Supplier owns all right, title, and interest in Supplier Technology.