Contractor Materials. As between the parties hereto, Contractor and its affiliates shall own all materials, documentation, user guides, forms, templates, business methods, trademarks, trade names, logos, websites, Contractor Software, technology, computer codes, domain names, text, graphics, photographs, artwork, interfaces, and other information or material provided by Contractor or its affiliates hereunder (collectively, the “Contractor Materials”). Contractor grants to County and Participants (as applicable) a nonexclusive, non-transferable license to use the Contractor Materials during the term of the Agreement for purposes of using Contractor’s Services hereunder and subject to the terms and conditions set forth in this Agreement and any terms of use associated with Contractor Software. All rights with respect to the Contractor Materials not specifically granted hereunder are reserved by Contractor.
Contractor Materials. Contractor may not use any Pre-Existing Intellectual Property (trade secrets, inventions, works of authorship, mask work) that have been originated, developed or purchased by Contractor or by third parties, without reliance on Maxim Materials (hereafter, “Contractor Materials”) unless Contractor has the right to use it for the Maxim’s benefit. Contractor Materials will remain the property of Contractor; provided, however, that to the extent Contractor Materials are incorporated into the Deliverables, Contractor grants to Maxim a perpetual, irrevocable, worldwide, royalty-free, non-exclusive, sublicensable right and license in and to Contractor Materials, to make, have made, sell, use, reproduce, distribute, modify and make improvements and derivatives thereof.
Contractor Materials. All materials and consumables required for the performance of the Services (other than that described herein as being provided by Company) shall be provided by and the responsibility of Contractor, and shall include all procurement and materials management functions including, purchasing and expediting of materials, delivery, storage, and distribution at the Site. Contractor shall be responsible for the safe and correct storage, protection and distribution of all materials supplied by Company or Contractor as part of the Services until the Services or part thereof are completed and/or handed over to Company.
Contractor Materials. Where, in connection with the provision of the Services, the Contractor uses any Intellectual Property which does not fall within clauses 35.1, 35.2 or 36.1 and which is owned by the Contractor or any company within the Contractor’s Group (“Contractor Materials”), the Contractor shall grant to the Authority, or shall procure that the Authority is granted (without charge to the Authority and for the benefit of the Authority and all Contracting Authorities) a licence on the Contractor’s then standard terms and conditions which shall be no less favourable to the Authority than those attached. The Contractor shall ensure that the third party owner of any Intellectual Property which is or may be used in the provision or the receipt of the Services but which does not fall within clauses 35.1, 35.2, 36.1 or 37.1 grants to the Authority a licence (or sub-licence) to use, reproduce, modify, develop and maintain such Intellectual Property. Such licence or sub-licence shall be non-exclusive, perpetual, royalty free and irrevocable and shall include the right for the Authority to sub-license, transfer, novate or assign such licence or sub-licence to other Contracting Authorities, the Replacement Contractor or to any other third party supplying services to the Authority for the purposes of provision or receipt of the Services or Replacement Services.
Contractor Materials. As used herein, the term "
Contractor Materials. Where, in connection with the provision of the Services, the Contractor uses any Intellectual Property which does not fall within Clauses 1.125, 1.126 or 1.129 and which is owned by the Contractor or any company within the Contractor’s Group (“Contractor Materials”), the Contractor shall grant to the Agency, or shall procure that the Agency is granted without charge to the Agency and for the benefit of the Agency and all Contracting Authorities a perpetual, irrevocable, non-exclusive, royalty-free licence to use, adapt, maintain and support such Contractor Materials, which licence shall include the right for any person providing services to the Agency or any other Contracting Agency to use, adapt, maintain and support such Intellectual Property for the benefit of the Agency or any such organisation. The Contractor shall ensure that the third party owner of any Intellectual Property which is or may be used in the provision or the receipt of the Services but which does not fall within Clauses 1.125, 1.126, 1.129 or 1.131 grants to the Agency a licence (or sub-licence) to use, reproduce, modify, develop and maintain such Intellectual Property. Such licence or sub-licence shall be non-exclusive, perpetual, royalty free and irrevocable and shall include the right for the Agency to sub-license, transfer, novate or assign such licence or sub-licence to other Contracting Authorities, the Replacement Contractor or to any other third party supplying services to the Agency for the purposes of provision or receipt of the Services or Replacement Services.
Contractor Materials all works of authorship, products and materials [including, but not limited to, data, diagrams, charts, reports, specifications, studies, inventions, software, software development tools, methodologies, ideas, methods, processes, concepts and techniques] owned by, or licensed to, the Contractor prior to the Commencement Date or independently developed by the Contractor outside the scope of this Agreement at no expense to Transnet, and used by the Contractor in the performance of the Services;
Contractor Materials. The State acknowledges that Contractor may use or provide the State or a Purchasing Entity with access to software, tools, data, and other materials, including designs, utilities, models, methodologies, systems, and specifications, which Contractor has developed or licensed from third parties (including any corrections, bug fixes, enhancements, updates, modifications, adaptations, translations, de-compilations, disassemblies, or derivative works of the foregoing, whether made by Contractor or another party) (collectively, “Contractor Materials”). The Products and Services, Contractor Data, Third-Party Data, and Documentation, are considered Contractor Materials. Except when Contractor has expressly transferred title or other interest to the State or a Purchasing Entity by way of Product / Service document , the Contractor Materials are the property of Contractor or its licensors, and Contractor or its licensors retain all right, title and interest in and to the Contractor Materials (including, all rights in patents, copyrights, trademarks, trade names, trade secrets, know- how, other intellectual property and proprietary rights, and all associated goodwill and moral rights). For clarity, this Agreement does not grant to the State or any Purchasing Entity any shared development rights in or to any Contractor Materials or other intellectual property, and the State and all Purchasing Entities agree to cooperate with Contractor in the preparation of any documents and take any other actions reasonably requested by Contractor to effectuate the foregoing. Contractor and its licensors reserve all rights not expressly granted to the State and any Purchasing Entity, and no rights, other than those expressly granted herein, are granted to the State or any Purchasing Entity by implication, estoppel or otherwise. The State and Purchasing Entity will not modify, disassemble, reverse engineer, derive source code or create derivative works from, merge with other software, distribute, sublicense, sell, or export the Products and Services or other Contractor Materials, or permit any third party to do so.
Contractor Materials. CONTRACTOR retains all right, title, and interest to any materials and intellectual property that it develops or provides as part of Services. XXX agrees to maintain (and not supplement, remove, or modify) all copyright, trademark, or other proprietary notices on such materials. Provided LEA is not in breach of any term of this Master Contract, CONTRACTOR grants LEA a non- exclusive, limited license, which license shall terminate upon expiration or termination of this Master Contract, to reproduce and distribute the Materials solely to assist in the provision of Services in accordance with the terms herein.
Contractor Materials. The Contractor hereby grants to the State a nonexclusive, perpetual, and irrevocable license to use, reproduce, publish, prepare derivative works based on, and distribute to agencies within the State and to the Counties the Licensed Materials in conjunction with the Deliverables under this Contract. The Licensed Materials shall be used to fulfill the State’s information processing needs in conjunction with the System.
