Proprietary Designs definition

Proprietary Designs mean the form, structure, features and appearance of any Licensed Products and the plans, drawings, sketches and other design information necessary to manufacture and assemble the Licensed Products. Proprietary Designs are limited to the extent of Gateway’s proprietary interest.

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Proprietary Designs means proprietary products, components, subsystems and other information or materials which are maintained as a trade secret, the disclosure of which would cause competitive harm to the SUPPLIER or its SUBSUPPLIERs, and which are in existence and owned by the SUPPLIER or its SUBSUPPLIERs prior to commencing the Work performed pursuant to this Contract, and are utilized for, incorporated in, or otherwise required in connection with, the Work performed pursuant to this Contract, including without limitation any such items required for operating or maintaining the folding bicycle rental service or other aspects of the folding bicycle rental service.

Proprietary Designs means proprietary products, components, subsystems and other items which are (a) in existence and owned by the Concessionaire, the Project Contractors or any of their respective Subcontractors prior to the date of this Agreement, (b) maintained as trade secrets by, or protected by patents (including patent applications filed prior to the date of this Agreement to the extent such patents are thereafter issued) or copyrights by, the Concessionaire, Project Contractors or any of their respective Subcontractors in each case as owners thereof and (c) incorporated in the Concessionaire-operated Components or otherwise utilized or required in connection with the Eagle Project.

Examples of Proprietary Designs in a sentence

• MPC shall not use the Proprietary Designs or the Shared Tooling for third-party branded Products, even if those Products have been manufactured or assembled by MPC or at MPC’s direction.

• MPC acknowledges and understands that Gateway assumes no liability, risk or costs arising from or associated with MPC’s use of the Proprietary Designs or Shared Tooling, including, but not limited to, the risk that the Proprietary Designs or Shared Tooling or the Products assembled or manufactured therefrom, infringe the patents of a third party, are defective or are lacking in quality or performance.

• MPC will use commercially-reasonable efforts to protect Gateway’s proprietary interests and intellectual property rights in the Proprietary Designs and Shared Tooling.

• MPC acknowledges that it has no interest in the Proprietary Designs and Shared Tooling, other than the limited license granted under this Agreement and that Gateway will remain the sole and exclusive owner of all right, title and interest in and to the Proprietary Designs and the Shared Tooling.

• In the event of the termination of this Agreement or the Asset Purchase Agreement, MPC shall discontinue immediately any and all uses of the Licensed Marks or the Proprietary Designs.

• MPC shall not use the Proprietary Designs or the Shared Tooling for Products to be sold directly or indirectly to consumers or to any retailer or direct market reseller.

• Given the critical importance of the Licensed Marks and Proprietary Designs to Gateway’s business, MPC acknowledges and agrees that irreparable harm will result if MPC were to breach the covenants made in connection with the licenses granted to MPC under this Agreement.

• Subject to the terms and conditions of this Agreement, including, without limitation, the provisions of this Article 3, Gateway hereby grants to MPC, during the Term of this Agreement and solely within the Territory, a non-exclusive, non-transferrable, non-sublicenseable, royalty-free license to use Gateway’s Proprietary Designs and the Shared Tooling.

• During the Term of this Agreement, MPC may use the Proprietary Designs and Shared Tooling for Licensed Products, consistent with the trademark license in Article 2 above, and for MPC-branded Products.

• In the event MPC ceases to use, with the intent not to resume, the Proprietary Designs, then the license granted under this Agreement to use the Proprietary Designs will terminate automatically.

More Definitions of Proprietary Designs

Proprietary Designs means all designs, specifications, drawings, data and, information and know-how originating from and/or supplied by DAG or MBSA in relation to COMPONENTS, MBSA PRODUCTS and PRODUCTION EQUIPMENT;