Vendor Materials Sample Clauses

Vendor Materials. Vendor acknowledges that neither Vendor nor Vendor Personnel will retain any Intellectual Property Rights in and to the Work Product beyond those rights expressly designated in this Section 7.3 (Vendor Materials) and Section 7.4 (Third Party Intellectual Property). If any Vendor Materials are incorporated into any Work Product or are otherwise provided in conjunction with the Professional Services, Vendor will so notify Purchaser, and Vendor is conclusively deemed to have (at no additional cost) granted to Purchaser and its Affiliates a perpetual, worldwide, irrevocable, royalty-free, fully paid-up, non- exclusive license to: (a) use, execute, reproduce, display, perform, distribute, and prepare derivative works of Vendor Materials in conjunction with its internal business functions (including use of any Work Product); and (b) authorize others from time to time to do any or all of the foregoing. If the performance of any Work Product can be impaired or compromised as a result of a defect or malfunction in Vendor Materials, then Vendor will correct the defect or malfunction at no additional cost to Purchaser.‌
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Vendor Materials. Notwithstanding anything contained in this Part 4 to the contrary, Provident shall be responsible for procuring all vendor materials, including but not limited to PPO directories, managed care cards (other than policy issue I.D. cards which are the responsibility of HPS and shall be at HPS's cost), pharmaceutical cards, and other vendor cards and materials. HPS shall be responsible for mailing all vendor materials and the mailing cost.
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Vendor Materials. Except for Company Materials as defined in Section (B) of this paragraph, the parties agree that Vendor retains all right, title and interest in and to its educational materials (whether online, digital, written or in person) (the “Educational Materials”) and all original works of authorship, inventions, processes, concepts, documents, work product and other materials or other proprietary information made accessible or delivered to Company under this Agreement or prepared by or on behalf of Vendor in the Program of performing the Services (collectively, “Vendor Materials”), including all copyrights, patents, patent disclosures, inventions (whether patentable or not), trademarks, service marks, trade secrets, know- how and other confidential information, trade dress, logos, corporate names and domain names, together with all the goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights”) contained therein.
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Vendor Materials. As between the Vendor and the Judicial Council, the Vendor retains all its rights, title and interest in and to, all Vendor Materials . To the extent that the Services or Deliverables include Vendor Materials, Vendor grants to the Judicial Branch Group, without additional charge, a perpetual, irrevocable, royalty-free, license to use the Vendor Materials for California judicial branch business and operations. Without limiting any other provision of this Agreement, the Judicial Council shall have the right to approve in writing the installation of any software owned by Vendor (“Vendor Proprietary Software”) prior to the Vendor’s installation of such Vendor Proprietary Software into the Systems. Upon installation of any Vendor Proprietary Software to provide the Services, the Vendor grants to the Judicial Branch Group, together with their respective subcontractors and consultants , rights of access to, and use of, such Vendor Proprietary Software during the Term of this Agreement and the Termination Assistance Period as reasonably necessary to receive the Services. The Judicial Branch Group will not be bound by and does not accept any “shrink-wrap,” “click-wrap,” or “click-thru” terms or conditions or any other terms or conditions, express or implied, that are contained in or that may accompany the Vendor Proprietary Software or Vendor Third Party Software.
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Vendor Materials. The parties recognize that in the course of performing the Services contemplated by this Contract, Vendor may use or incorporate certain proprietary know-how, methodologies, data, process, templates, materials, or technology that existed before the Effective Date or that are developed independently of this Contract after the Effective Date (“Vendor Materials”). Vendor Materials do not include Vendor’s commercially available software, the rights to which are provided for in Section
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Vendor Materials. All information, data, and materials of Vendor or other third parties that Vendor develops or acquires prior to, during, or after, or independently of, this Agreement, and derivative works thereof, even if created as part of this Agreement (the “Vendor Materials”), are and shall remain the exclusive property of Vendor or its licensors, including derivative works of the foregoing created as part of the Services to the extent such derivative works do not incorporate any of Customer’s Confidential Information. Vendor hereby includes Vendor Materials in the License as a part of the Services. All Vendor Materials shall be subject to the confidentiality provisions of this Agreement. Any additional license terms and conditions shall be as mutually agreed in writing.
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Vendor Materials 
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Related to Vendor Materials

  • Other Materials On each date on which the Company is required to deliver a certificate pursuant to Section 7(l), the Company shall have furnished to the Agent such appropriate further information, opinions, certificates, letters and other documents as the Agent may reasonably request. All such opinions, certificates, letters and other documents will be in compliance with the provisions hereof.

  • Product Information EPIZYME recognizes that by reason of, inter alia, EISAI’s status as an exclusive licensee in the EISAI Territory under this Agreement, EISAI has an interest in EPIZYME’s retention in confidence of certain information of EPIZYME. Accordingly, until the end of all Royalty Term(s) in the EISAI Territory, EPIZYME shall keep confidential, and not publish or otherwise disclose, and not use for any purpose other than to fulfill EPIZYME’s obligations, or exercise EPIZYME’s rights, hereunder any EPIZYME Know-How Controlled by EPIZYME or EPIZYME Collaboration Know-How, in each case that are primarily applicable to EZH2 or EZH2 Compounds (the “Product Information”), except to the extent (a) the Product Information is in the public domain through no fault of EPIZYME, (b) such disclosure or use is expressly permitted under Section 9.3, or (c) such disclosure or use is otherwise expressly permitted by the terms and conditions of this Agreement. For purposes of Section 9.3, each Party shall be deemed to be both the Disclosing Party and the Receiving Party with respect to Product Information. For clarification, the disclosure by EPIZYME to EISAI of Product Information shall not cause such Product Information to cease to be subject to the provisions of this Section 9.2 with respect to the use and disclosure of such Confidential Information by EPIZYME. In the event this Agreement is terminated pursuant to Article 12, this Section 9.2 shall have no continuing force or effect, but the Product Information, to the extent disclosed by EPIZYME to EISAI hereunder, shall continue to be Confidential Information of EPIZYME, subject to the terms of Sections 9.1 and 9.3 for purposes of the surviving provisions of this Agreement. Each Party shall be responsible for compliance by its Affiliates, and its and its Affiliates’ respective officers, directors, employees and agents, with the provisions of Section 9.1 and this Section 9.2.

  • Technical Information The Employer agrees to provide to the Union such information that is available relating to employees in the bargaining unit, as may be required by the Union for collective bargaining purposes.

  • Licensed Software Computer program(s) provided by Contractor in connection with the Deliverables, subject to Section 14 of this Contract.

  • Materials (Confirm each bullet point and sign below) ▪ Vendor claims some Vendor Data confidential to the extent permitted by T GC Chapter 552 and other applicable law. Vendor claims some Vendor Data confidential to the xtent permitted by TGC Chapter 552 and other applicable law. ▪ Vendor attached to this PDF all potentially confidential Vendor Data and listed the number of attached pages below. ▪ Vendor’s authorized signatory has signed below and shall upload this document in the proper location in the eBid System. ▪ Vendor agrees that TIPS shall not be liable for any release of confidential information required by law. Number of pages attached deemed confidential: Authorized Signature: (Confir ch bullet point and sig bel ) ( Confirm each bullet point and sign below By signing for Option 2 below, V endor ex pressly waives any confidentiality claim for all Vendor Data submitted in relation to this proposal and resulting contract. Vendor confirms that By signing for Option 2 below, V or e pressly waives any confidentiality claim for all Vendor Da ubmitted in relation TIPS may freely release Vendor Data submitted in relation to this proposal or resulting contract to any requestor. Vendor agrees that TIPS shall not be responsible or liable for any use or distribution of Vendor Data by TIPS or TIPS Members. ▪ Vendor’s authorized signatory has signed below and shall upload this document in the proper location in the eBid System. ▪Vendor agrees that TIPS shall not be liable for any release of confidential information required by law.

  • Third Party Software 1. The Software may contain third party software that requires and/or additional terms and conditions. Such required third party software notices and/or additional terms and conditions are located at xxxx://xxx.xxxxxxxxx.xxx/thirdparty/index.html and are made a part of and incorporated by reference into this XXXX. By accepting this XXXX, You are also accepting the additional terms and conditions, if any, set forth therein.

  • Training Materials Training Materials will be provided for each student. Training Materials may be used only for either (i) the individual student’s reference during Boeing provided training and for review thereafter or (ii) Customer’s provision of training to individuals directly employed by the Customer.

  • Marketing Materials (a) During the term of this Agreement, the Sub-Adviser agrees to furnish the Manager at its principal office for prior review and approval by the Manager all written and/or printed materials, including but not limited to, PowerPointÒ or slide presentations, news releases, advertisements, brochures, fact sheets and other promotional, informational or marketing materials (the “Marketing Materials”) for internal use or public dissemination, that are produced or are for use or reference by the Sub-Adviser, its affiliates or other designees, broker-dealers or the public in connection with the Series, and Sub-Adviser shall not use any such materials if the Manager reasonably objects in writing within five business days (or such other period as may be mutually agreed) after receipt thereof. Marketing Materials may be furnished to the Manager by first class or overnight mail, facsimile transmission equipment, electronic delivery or hand delivery.

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