USCo Intellectual Property Sample Clauses

USCo Intellectual Property. As between JapanJV and USCo, all: (i) USCo Materials; (ii) Intellectual Property Rights in such USCo Materials; (iii) Intellectual Property Rights in the Content provided by USCo pursuant to Section 3.2.1 above; and (iv) Improvements to any of the foregoing (collectively, the “USCo Property”) are or will be owned exclusively by USCo in perpetuity, throughout the world, free of any claim by JapanJV or any third party, except as otherwise provided herein. Except as set forth herein, neither JapanJV nor JapanCo has, nor does it receive under this Agreement, any rights in any USCo Property. For the avoidance of doubt, any Improvements to USCo Property created by JapanJV or JapanCo will be solely owned by USCo provided that JapanJV will retain a reasonable right to use such Improvements but not the original USCo Property following the termination of this Agreement, provided, however, that JapanJV shall not retain a reasonable right to use such Improvements following termination of this Agreement in the case of a termination by USCo pursuant to USCo retains the ownership of its IP and improvements thereto, Japan JV having a grant back right to improvements created by Japan JV.
Sample 1
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Related to USCo Intellectual Property

  • Intellectual Property The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or required for use in connection with their respective businesses as described in the SEC Reports and which the failure to so have could have a Material Adverse Effect (collectively, the “Intellectual Property Rights”). None of, and neither the Company nor any Subsidiary has received a notice (written or otherwise) that any of, the Intellectual Property Rights has expired, terminated or been abandoned, or is expected to expire or terminate or be abandoned, within two (2) years from the date of this Agreement. Neither the Company nor any Subsidiary has received, since the date of the latest audited financial statements included within the SEC Reports, a written notice of a claim or otherwise has any knowledge that the Intellectual Property Rights violate or infringe upon the rights of any Person, except as could not have or reasonably be expected to not have a Material Adverse Effect. To the knowledge of the Company, all such Intellectual Property Rights are enforceable and there is no existing infringement by another Person of any of the Intellectual Property Rights. The Company and its Subsidiaries have taken reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Intellectual Property Ownership We, our affiliates and our licensors will own all right, title and interest in and to all Products. You will be and remain the owner of all rights, title and interest in and to Customer Content. Each party will own and retain all rights in its trademarks, logos and other brand elements (collectively, “Trademarks”). To the extent a party grants any rights or licenses to its Trademarks to the other party in connection with this Agreement, the other party’s use of such Trademarks will be subject to the reasonable trademark guidelines provided in writing by the party that owns the Trademarks.

  • Intellectual Property License 20.1 Any Intellectual Property originating from or developed by a Party shall remain in the exclusive ownership of that Party.

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