Vertical Agreements Involving the Use of Intellectual Rights Sample Clauses

Vertical Agreements Involving the Use of Intellectual Rights. (4) In case in a vertical agreement where there are regulations as to the purchase, sale or resale of goods or services, there are at the same time provisions concerning the transfer or use of intellectual rights to or by the buyer, the vertical agreement in question may benefit from the block exemption on condition that certain conditions are fulfilled. In article 2 paragraph 2 of the Communiqué, entitled "Scope", conditions have been mentioned, which are required to be borne so that vertical agreements involving the transfer or use of intellectual rights to or by the buyer may benefit from the block exemption. Being able to consider the vertical agreement in question under the block exemption may be possible with its securing of the entire elements explained below: - Provisions related to intellectual rights should be directly related to the use, sale or resale of the goods or services which are the subject of the agreement. - The purchase, sale or resale of the goods or services which are the subject of the agreement should be the main purpose of the agreement. In other words, the transfer of intellectual rights to the buyer or having the buyer make use of them should serve the purchase, sale or resale of the goods or services which are the subject of the agreement, and it should not constitute the main purpose of the agreement. This condition is generally secured in franchise contracts: Intellectual rights transferred to the franchisee for being able to maintain the uniformity of the franchise system are generally the auxiliary elements required for the purchase, sale or resale of the goods or services which are the subject of the agreement. However, as the purchase or sale of a good or service is not in question by any means in simple licence transfer contracts, it is not possible to apply the Communiqué to such agreements. - From whom to whom intellectual property rights have been granted in the agreement is important. In case there is the transfer or use of intellectual rights to or by the buyer, the block exemption granted by the Communiqué may be benefitted from. Otherwise, should intellectual rights are transferred by the buyer to the supplier, and certain limitations are imposed on the sales of the supplier, such an agreement's benefitting from the block exemption is not in question. For example, in sub-contracting production contracts, the undertaking which performs the production and is in the position of a supplier (contractor) generally supp...
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Related to Vertical Agreements Involving the Use of Intellectual Rights

  • Intellectual Property Rights in Construction Documents, Drawings, and Models The drawings, Specifications and other documents prepared by the Design Professional pursuant to this Contract (including, without limitation, the Construction Documents), are the property of the Owner, whether or not the Project for which they are made commences or completes construction. Neither the Contractor nor any Subcontractor or material or equipment supplier shall own or claim a copyright in such drawings, Specifications, and other similar or related documents; Owner shall retain all common law, statutory, and other intellectual property rights with respect thereto. The Contractor must deliver remaining copies of such documents to the Owner upon request or upon completion of the Work, except that the Contractor may keep one copy of such documents for its files. The Contractor shall only use such drawings, Specifications and other documents for this Project. Neither the Contractor nor any Subcontractor or material or equipment supplier may use such drawings, Specifications, and other documents on other projects without the specific written consent of the Owner. All models are the property of the Owner.

  • Specific Restrictions on Use of Licensed Materials Unauthorized Use. Licensee shall not knowingly permit anyone other than Authorized Users to use the Licensed Materials.

  • Use of Intellectual Property The Adviser grants to the Sub-Adviser a sublicense to use the trademarks, service marks, logos, names, or any other proprietary designations of the Adviser (“AdvisorShares Marks”) on a non-exclusive basis. The Sub-Adviser will acquire no rights in the AdvisorShares Marks, and all goodwill of the AdvisorShares Marks shall inure to and remain with the Adviser. The Sub-Adviser agrees that neither it, nor any of its affiliates, will knowingly in any way refer directly or indirectly to its relationship with the Trust, the Fund(s), the Adviser or any of their respective affiliates or use AdvisorShares Marks in offering, marketing or other promotional materials without the prior express written consent of the Adviser, which approval will not be unreasonably withheld or delayed, except as required by rule, regulation or upon the request of a governmental authority. Notwithstanding the forgoing, the Sub-Adviser and its affiliates may, without obtaining the Adviser’s prior approval, refer directly or indirectly to its relationship with the Trust, the Fund(s), the Adviser or any of their respective affiliates and use AdvisorShares Marks in offering, marketing or other promotional materials provided that such materials were previously approved by the Adviser and remain in substantially the same form.

  • Claims relating to Intellectual Property Rights 29.1. The Contractor must not infringe any Intellectual Property Rights of any third party in providing the Services or otherwise performing its obligations under the Framework Agreement and must ensure that the provision of the Services and the use or possession of the Deliverables does not infringe such Intellectual Property Rights.

  • Modification of Licensed Materials The Participating Institutions or the Authorized Users shall not modify or manipulate the Licensed Materials without the prior written permission of the Licensor.

  • The Contracts (Rights of Third Parties) Xxx 0000 A person who is not party to this Contract has no right under the Contracts (Rights of Third Parties) Xxx 0000 to enforce any term of this Contract but this does not affect any right or remedy of any person which exists or is available otherwise than pursuant to that Act.

  • Notification of Modifications of Licensed Materials From time to time Publisher may add, change, or modify portions of the Licensed Materials, or migrate the Licensed Materials to other formats. When such changes, modifications, or migrations occur, the Licensor shall give notice of any such changes to Licensee as soon as is practicable, but in no event less than sixty (60) days in advance of modification. Such a notice may also be given directly by the Publisher to the Licensee. If any of the changes, modifications, or migrations renders the Licensed Materials substantially less useful to the Licensee, the Participating Institutions or their Authorized Users, the Licensee may seek to terminate this Agreement for breach pursuant to the termination provisions of this Agreement in Section XI, below.

  • CONFIDENTIALITY AND INTELLECTUAL PROPERTY RIGHTS 3.1 Any License Key to the Software is the confidential information of Wowza.

  • Contracts (Rights of Third Parties) Xxx 0000 No term of this Agreement is enforceable under the Contracts (Rights of Third Parties) Xxx 0000 by a person who is not a party to this Agreement.

  • Documents & Data; Licensing of Intellectual Property This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically, electronically or otherwise recorded or stored, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City's express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of five (5) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs. In addition, before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

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