thX Background IP definition

thX Background IP means all IP Rights that are either: (a) Controlled by thX or its Affiliates on the Effective Date (other than as a result of Talis disclosing or providing the same to thX or to such Affiliate); or (b) developed or acquired, and Controlled, by thX or its Affiliates during the Term in the ordinary course independently of any activities conducted pursuant to this Agreement, and (in each of (a) and (b) that is not thX Manufacturing and Process IP).

Examples of thX Background IP in a sentence

  • As between the Parties, subject to the terms of this Agreement, thX shall at all times be and remain the sole and exclusive owner of all right, title and interest (including all IP Rights) in and to all thX Background IP, thX Background Improvements and thX Manufacturing and Process IP (“thX IP”).

Related to thX Background IP

  • Background IP means all IP and IP Rights owned or controlled by Seller prior to the effective date or outside the scope of this Contract.

  • Background IPR means any Intellectual Property Rights (other than Project IPR) belonging to either party before the Commencement Date or not created in the course of or in connection with the Project;

  • Foreground IP means IP and IP Rights conceived, developed or created by, for or with Seller either alone or with third parties, in the performance of this Contract, including modifications to any Buyer Specification suggested by Seller.

  • Background Technology means all tools, programs, designs, processes, formulas, techniques, improvements, inventions, works of authorship, software, data, know-how, ideas, methodologies, specifications, code libraries, algorithms, protocols, routines, subroutines, network systems, machine learning models, Trade Secrets (defined below), and other technology which are: (a) created, developed, owned, or licensed by PickNik prior to the Effective Date of this Agreement; (b) are created, developed, owned, or licensed by PickNik during the term of this Agreement but not delivered as a part of the Software; (c) which have general applicability to PickNik’s business and which are not based on any Company Confidential Information; or (d) modifications of or derivatives to any of the foregoing.

  • Supplier Background IPR means Intellectual Property Rights owned by the Supplier before the Call Off Commencement Date, for example those subsisting in the Supplier's standard development tools, program components or standard code used in computer programming or in physical or electronic media containing the Supplier's Know-How or generic business methodologies; and/or Intellectual Property Rights created by the Supplier independently of this Call Off Contract,