Common use of Work Product Clause in Contracts

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 38 contracts

Sources: Professional Services Agreement, Professional Services Agreement, Professional Services

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 7 contracts

Sources: Professional Services Agreement, Professional Services, Professional Services

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor Provider for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor Provider shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor Provider retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor Provider retains title, whether individually by Vendor Provider or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor Provider be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor Provider shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor Provider prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor Provider even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 7 contracts

Sources: Professional Services, Professional Services, Professional Services

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor VENDOR NAME for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor VENDOR NAME shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor VENDOR NAME retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor VENDOR NAME retains title, whether individually by Vendor VENDOR NAME or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor VENDOR NAME be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor VENDOR NAME shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor VENDOR NAME prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor VENDOR NAME even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 6 contracts

Sources: Professional Services, Professional Services Agreement, Professional Services

Work Product. 6.15.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor Provider for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor Provider shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.25.2. Vendor Provider retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor Provider retains title, whether individually by Vendor Provider or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.35.3. In no event shall Vendor Provider be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor Provider shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.45.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor Provider prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor Provider even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 5 contracts

Sources: Professional Services Agreement, Professional Services Agreement, Professional Services

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor Provider for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor Provider shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor Provider retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor Provider retains title, whether individually by Vendor Provider or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor Provider be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In additionAdditionally, Vendor Provider shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor Provider prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor Provider even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 5 contracts

Sources: Professional Services Agreement, Professional Services Agreement, Professional Services Agreement

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor Provider on behalf of Delaware (“Work for Delaware Hire”), which are not otherwise protected by copyright, trademark or other registration, relating to the services Services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor Work for Hire specifically does not include any materials, information, documents, policies, programs, etc. developed by Provider not on behalf of Delaware or pre-existing but modified for use by Delaware. Provider shall not be liable for damages, claims, and losses arising out of any reuse of any work products Work for Hire on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this AgreementWork for Hire as allowed by law. 6.2. Vendor Provider retains all title and interest to the data it furnished and/or generated created pursuant to to, or necessary for, this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the Work for Hire materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties Parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor Provider be precluded from developing for itself, or for others, materials that are competitive with the DeliverablesWork for Hire, irrespective of their similarity to the DeliverablesWork for Hire. In addition, Vendor Provider shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the servicesServices. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor Provider prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor Provider even if such Preexisting Information is embedded or otherwise incorporated into materials or products the Work for Hire first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 2 contracts

Sources: Professional Services, Professional Services

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor VENDOR for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor VENDOR shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor 6.2 VENDOR retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor VENDOR retains title, whether individually by Vendor VENDOR or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. 6.3 In no event shall Vendor VENDOR be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor VENDOR shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. 6.4 Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor VENDOR prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor VENDOR even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 2 contracts

Sources: Professional Services, Professional Services

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor for Delaware relating to the services Services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. 6.2 Vendor retains all title and interest to the any data it he furnished and/or generated pursuant to this Agreement. Retention of such title and interest does shall not conflict with or impair Delaware’s rights to the materials, information and documents developed in performing the projectServices. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all any materials or data in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services Services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Sectionprovision. 6.3. 6.3 In no event shall Vendor be precluded from developing for itself, or for others, materials that are competitive with the Deliverablesany final report or other deliverables under this Agreement, irrespective of their similarity to the Deliverablessuch deliverables. In addition, Vendor shall be free to use its his general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its his consulting practice that are used in the course of providing the servicesServices. 6.4. Notwithstanding anything 6.4 Subject to the contrary contained herein or in any attachment heretoDelaware’s license and use rights, any and all intellectual property or other proprietary data owned by Vendor prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of in connection with this Agreement Agreement, or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 2 contracts

Sources: Professional Services, Professional Services

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In additionAdditionally, Vendor shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Professional Services Agreement

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor Contractor for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor Contractor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor 6.2 Contractor retains all title and interest to of the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the projectservices. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor Contractor retains title, whether individually by Vendor Contractor or jointly with Delaware. Any Contractor shall retain any and all source code developed in connection with the services provided will be provided rights to Delaware, and the aforementioned right and license shall apply to its source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives objections of this Section. 6.3. 6.3 In no event shall Vendor Contractor be precluded from developing for itself, or for others, materials that are competitive with the Deliverablesdeliverables, irrespective of their similarity to the Deliverablesdeliverables. In addition, Vendor Contractor shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the servicesservice. 6.4. 6.4 Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor Contractor prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor Contractor even if such Preexisting Information preexisting information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information preexisting information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Building Automation Module

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor CONTRACTOR for Delaware Administrative Entity relating to the services to be performed hereunder shall become the property of Delaware Administrative Entity and shall be delivered to DelawareAdministrative Entity’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor CONTRACTOR shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by DelawareAdministrative Entity. Delaware Administrative Entity shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor 6.2 CONTRACTOR retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with DelawareAdministrative Entity’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware Administrative Entity shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor CONTRACTOR retains title, whether individually by Vendor CONTRACTOR or jointly with DelawareAdministrative Entity. Any and all source code developed in connection with the services provided will be provided to DelawareAdministrative Entity, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. 6.3 In no event shall Vendor CONTRACTOR be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor CONTRACTOR shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. 6.4 Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor CONTRACTOR prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor CONTRACTOR even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. DelawareAdministrative Entity’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Professional Services

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. The awarded vendor shall, within thirty (30) days of notification by the State, provide the data mapping requirements allowing for transition of the contracted service to another provider. Vendor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Professional Services

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor Ocean Surveys, Inc. for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor Ocean Surveys, Inc. shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor 6.2 Ocean Surveys, Inc. retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor Ocean Surveys, Inc. retains title, whether individually by Vendor Ocean Surveys, Inc. or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. 6.3 In no event shall Vendor Ocean Surveys, Inc. be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor Ocean Surveys, Inc. shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-know- how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. 6.4 Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor Ocean Surveys, Inc. prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor Ocean Surveys, Inc. even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Professional Services

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. 6.2 Vendor retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute executive such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. 6.3 In no event shall Vendor be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. 6.4 Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor prior to the effective date of this Agreement ("Preexisting Information") shall remain the exclusive property of Vendor even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s 's rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media. 6.5 Notwithstanding anything to the contrary contained herein or any attachment hereto, any and all client or customer-related Personal Health Information (as defined under HIPPA) shall (a) not be disclosed to any third-party unless authorized by Delaware in writing (or pursuant to the specific terms of this Agreement), and (b) remain the sole property of Delaware as between the parties hereto.

Appears in 1 contract

Sources: Professional Services

Work Product. 6.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. In no event shall Vendor be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form f orm or media.

Appears in 1 contract

Sources: Professional Services Agreement

Work Product. 6.15.1. All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor Provider on behalf of Delaware (“Work for Delaware Hire”), which are not otherwise protected by copyright, trademark or other registration, relating to the services Services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor Work for Hire specifically does not include any materials, information, documents, policies, programs, etc. developed by Provider not on behalf of Delaware or pre-existing but modified for use by Delaware. Provider shall not be liable for damages, claims, and losses arising out of any reuse of any work products Work for Hire on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this AgreementWork for Hire as allowed by law. 6.25.2. Vendor Provider retains all title and interest to the data it furnished and/or generated created pursuant to to, or necessary for, this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the Work for Hire materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor retains title, whether individually by Vendor or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties Parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Sectionsection. 6.35.3. In no event shall Vendor Provider be precluded from developing for itself, or for others, materials that are competitive with the DeliverablesWork for Hire, irrespective of their similarity to the DeliverablesWork for Hire. In additionAdditionally, Vendor Provider shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.45.4. Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor Provider prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor Provider even if such Preexisting Information is embedded or otherwise incorporated into materials or products the Work for Hire first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Professional Services

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor AMEC for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor AMEC shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor 6.2 AMEC retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor AMEC retains title, whether individually by Vendor AMEC or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. 6.3 In no event shall Vendor AMEC be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor AMEC shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. 6.4 Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor AMEC prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor AMEC even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Professional Services

Work Product. 6.1. 6.1 All materials, information, documents, and reports, whether finished, unfinished, or draft, developed, prepared, completed, or acquired by Vendor OPTIMAL for Delaware relating to the services to be performed hereunder shall become the property of Delaware and shall be delivered to Delaware’s designated representative upon completion or termination of this Agreement, whichever comes first. Vendor OPTIMAL shall not be liable for damages, claims, and losses arising out of any reuse of any work products on any other project conducted by Delaware. Delaware shall have the right to reproduce all documentation supplied pursuant to this Agreement. 6.2. Vendor 6.2 OPTIMAL retains all title and interest to the data it furnished and/or generated pursuant to this Agreement. Retention of such title and interest does not conflict with Delaware’s rights to the materials, information and documents developed in performing the project. Upon final payment, Delaware shall have a perpetual, nontransferable, non-exclusive paid-up right and license to use, copy, modify and prepare derivative works of all materials in which Vendor OPTIMAL retains title, whether individually by Vendor OPTIMAL or jointly with Delaware. Any and all source code developed in connection with the services provided will be provided to Delaware, and the aforementioned right and license shall apply to source code. The parties will cooperate with each other and execute such other documents as may be reasonably deemed necessary to achieve the objectives of this Section. 6.3. 6.3 In no event shall Vendor OPTIMAL be precluded from developing for itself, or for others, materials that are competitive with the Deliverables, irrespective of their similarity to the Deliverables. In addition, Vendor OPTIMAL shall be free to use its general knowledge, skills and experience, and any ideas, concepts, know-how, and techniques within the scope of its consulting practice that are used in the course of providing the services. 6.4. 6.4 Notwithstanding anything to the contrary contained herein or in any attachment hereto, any and all intellectual property or other proprietary data owned by Vendor OPTIMAL prior to the effective date of this Agreement (“Preexisting Information”) shall remain the exclusive property of Vendor OPTIMAL even if such Preexisting Information is embedded or otherwise incorporated into materials or products first produced as a result of this Agreement or used to develop such materials or products. Delaware’s rights under this section shall not apply to any Preexisting Information or any component thereof regardless of form or media.

Appears in 1 contract

Sources: Professional Services