Assigned IP. The Company acknowledges and agrees that any and all Assigned IP is and shall at all times be vested in and owned by UCL.
Assigned IP. Subject to the terms and conditions of this Agreement, Company hereby grants, assigns, and transfers to the Transferee, and the Transferee hereby accepts, all of Company’s right, title, and interest in and to the Assigned IP. For clarity, Company’s obligation to assign shall be limited to only Company IP in the Field in the Territory; Company shall have no obligation to grant, assign, or transfer any right, title, or interest in any Company IP outside of the Territory or outside the Field. Company shall assign the Assigned IP to the Transferee in accordance with Section 2.2, below. Company shall assist the Transferee and any Permitted Transferee to evidence, record, and perfect the foregoing assignment in accordance with Section 2.2 of this Agreement below.
Assigned IP. Company hereby assigns and shall assign all of its right, title, and interest in, to, and under the Assigned IP to Transferee for use solely within the Territory. For clarity, Company’s obligation to assign shall be limited to only Assigned IP in the Territory; Company shall have no obligation nor shall this Agreement be construed to grant, assign, or transfer to Transferee any right, title, or interest in any Company IP outside of the Territory.
Assigned IP. Subject to Section 7.1(c) and Section 7.1(d) below, Transferee shall Prosecute and Maintain the Assigned IP in its discretion and at its expense. Transferee shall provide Company with timely copies of all material communications from applicable patent offices in the Territory as well as provide the Company with timely drafts of any material communication, filings, and submissions proposed to be sent to any patent office in the Territory sufficient to permit Company a reasonably opportunity to comment thereon, which comments Transferee will reasonably consider. Transferee agrees to provide Company with all information necessary or desirable to enable Company to comply with the duty of candor/duty of disclosure requirements of any patent authority. Transferee shall provide Company with an annual update of the status of the Assigned IP.
Assigned IP. In connection with the Services provided to UMMS, Vendor has created and may continue to create certain intellectual property (collectively, the “Assigned IP”). UMMS and Vendor agree that the Assigned IP includes any and all intellectual property rights related to the Services and Deliverables, all derivative works, and any other similar proprietary rights in any jurisdiction, whether registered or unregistered, including all rights and interests pertaining to or deriving from all:
Assigned IP. 4.4.1 Prostagenics is the sole owner of the Confidential Prostagenics Information, free and clear of all liens, charges, Encumbrances and rights of third parties and Prostagenics owns the exclusive, worldwide, royalty free, sublicensable, transferable right to use the Confidential Prostagenics Information.
Assigned IP. Licensee hereby grants to Licensor, and Licensor hereby accepts, an irrevocable, non-exclusive, worldwide, perpetual, fully paid-up, royalty-free, non-sublicenseable (except as set forth in Section 2.2(c)), non-transferable (except as set forth in Section 10.12) license under Licensee’s interest in all Patents, Copyrights and Know-How in and to the Assigned IP, in each case to Exploit products, processes and services in the Molecular Detection Field and the Licensed Transplantation Field.
Assigned IP. Sublicense of code instance managed by TelBill under the Code Licensing Commerical Agreement dated as of August 29, 2023, by and between Assignor and TelBill LLC. 1 runtime SaaS license for use by Assignee in the conduct of its coupon business for a term of 12 months in accordance with Assignor’s sublicense right under Section 2.1 of the Code Licensing Commerical Agreement dated as of August 29, 2023, by and between Assignor and TelBill, LLC in exchange for a fee to be mutually agreed to by Assignor and Assignee for every coupon redemption that occurs through the use of such SaaS license.
Assigned IP. The MGT/IST Intellectual Property shall be assigned to the Purchaser pursuant to the MGT/IST Intellectual Property Assignments (such Intellectual Property, the “Assigned IP”).
Assigned IP. The Company hereby assigns and shall assign all of its right, title, and interest in, to, and under the Assigned IP to the Transferee.
