Custom Products. Effective upon creation of Custom Products, Contractor hereby conveys, assigns and transfers to Authorized User the sole and exclusive rights, title and interest in Custom Product(s), whether preliminary, final or otherwise, including all trademark and copyrights. Contractor hereby agrees to take all necessary and appropriate steps to ensure that the Custom Products are protected against unauthorized copying, reproduction and marketing by or through Contractor, its agents, employees, or Subcontractors. Nothing herein shall preclude the Contractor from otherwise using the related or underlying general knowledge, skills, ideas, concepts, techniques and experience developed under a Purchase Order, project definition or work order in the course of Contractor’s business. Authorized User may, by providing written notice thereof to the Contractor, elect in the alternative to take a non-exclusive perpetual license to Custom Products in lieu of Authorized User taking exclusive ownership and title to such Products. In such case, Licensee on behalf of all Authorized Users shall be granted a non-exclusive perpetual license to use, execute, reproduce, display, perform, adapt and distribute Custom Product as necessary to fully effect the general business purpose(s) as stated in paragraph (b)(i)(2), above.
Custom Products. All Work, if any, in customizing Seller’s product for Buyer’s use shall, to the extent permitted under the United States Copyright Act, be deemed a “Work made for hire,” with all copyrights therein vesting in Buyer. Other than where Work created hereunder is considered a “Work made for hire,” Xxxxxx agrees to, and hereby grants, conveys and assigns to Buyer non-exclusive license rights to all copyrights, trade secrets, patents and other intellectual property rights in all such work, and all originals and copies of such work shall be provided to Buyer upon Xxxxx’s request.
Custom Products. Effective upon Product creation, Contractor shall convey, assign, and transfer to the District the sole and exclusive rights, title and interest in Custom Products, whether preliminary, final or otherwise, including all patent, trademark, and copyrights. Contractor hereby agrees to take all necessary and appropriate steps to ensure that the Custom Products are protected against unauthorized copying, reproduction and marketing by or through Contractor.
Custom Products. All Work, if any, in customizing Seller’s product for Buyer’s use shall, to the extent permitted under the United States Copyright Act, be deemed a “Work made for hire,” with all copyrights therein vesting in Buyer. Other than where Work created hereunder is considered a “Work made for hire,” Seller agrees to, and hereby grants, conveys and assigns to Buyer license rights to all copyrights, trade secrets, patents and other intellectual property rights in all such work, and all originals and copies of such work shall be provided to Buyer upon Buyer’s request or the termination or expiration of this Agreement. The Work shall be the sole and exclusive property of Buyer, and Buyer shall own all rights therein, including without limitation the copyright therein, throughout the world. Seller further agrees to provide Buyer with information and assistance and to execute all such additional instruments and documents as may be required to vest and evidence all such right in Buyer, including, without limitation, any Copyright Assignment Agreements that may be requested. To the extent that Buyer has a “look and feel” created under this Agreement (“Look and Feel”), Seller represents and warrants that the Look and Feel shall belong to the Buyer.
Custom Products. Custom Products are non-standard Products sold to Buyers that typically have an item number starting with ‘CP’ or ‘S’. Custom Products include standard systems with custom items.
Custom Products. Custom products, for purpose of agreement, are defined as products which have specific function unique to a customer. All orders for custom products must be approved in writing by MANUFACTURER prior to acceptance by DISTRIBUTOR. Thereafter, DISTRIBUTOR will promptly notify MANUFACTURER of any circumstances which may affect that order and MANUFACTURER will keep DISTRIBUTOR informed of its progress in fulfilling such order.
Custom Products. 1.3.1 The parties agree that the Products to be offered for sale to Distributor hereunder are intended to be the photovoltaic modules (and, to the extent applicable, Systems) of Seller which are made generally commercially available by Seller from time to time during the Term. Seller shall, upon the reasonable request of Distributor, use reasonable commercial efforts to customize the Products (the "Custom Products") to meet the specifications of any materially strategically important end-user of Distributor, provided that Seller receives satisfactory assurances from Distributor that the volume of sales to such end-user will justify Seller's development costs for such Custom Products. Notwithstanding the foregoing, Seller also shall use reasonable commercial efforts to adapt existing Products for sale in Japan, provided that such adaptation is reasonably required in order to effect the sale of the Products in Japan in order to comply with Japanese regulations or other requirements. Such adapted Products will be deemed Custom Products for all purposes herein. To the extent the parties agree to include any such Custom Products for sale hereunder, the parties will cause EXHIBIT A to be amended to include such Custom Products as Products for sale hereunder. The terms and conditions of any such sales of Custom Products shall be as set forth herein with respect to Products unless otherwise agreed to by Seller and Distributor.
Custom Products. From time to time, Distributor may place orders on Altera for Custom Product. (Custom Product is defined as Product that is not listed in Altera's published distributor price list and/or that requires special processing by Altera.) Once accepted by Altera, orders for Custom Product may not be changed in any way without prior approval of Altera. As a pre-condition to approving a request to change an order for Custom Product, Altera may require Distributor to compensate Altera for any costs incurred by Altera as a result of the change order.
Custom Products. “Custom Products” are defined as (a) magnetic stripe cards, (b) preprogrammed cards, tags, keys, and transponders, (c) cards, tags, keys, readers, and transponders with custom marking and/or printing, (d) credentials, and (e) any Product subject to custom engineering or modification. By way of example only, custom- engineering or modification may include, but is not limited to, such things as custom firmware, Product housings that are not rf IDEAS’ published standard colors or sizes, and changes made to a Product when it is received by Reseller,including changes to housings, programming, and operating parameters. ORDERS FOR CUSTOM PRODUCTS ARE NON-CANCELABLE. ORDERS FOR CARDS OR OTHER CREDENTIALS PLACED BY YOU ARE NON- CHANGEABLE AND NON-CANCELABLE. Except for Custom Products, YOU may submit to rf IDEAS requested changes to Product orders at no charge to YOU up to four (4) weeks prior to rf IDEAS’ designated shipment date. Nonexempt cards/tags with custom artwork require an art proof and purchase order by YOU and an order acceptance by rf IDEAS. Custom Products require a signed approval of the Product specification by both rf IDEAS and YOU, a purchase order by YOU, and an order acceptance by rf IDEAS. Changes made to Custom Product orders received by rf IDEAS within twelve (12) weeks of rf IDEAS’ designated shipment date shall be subject to a surcharge of up to thirty percent (30%) plus any additional fees or costs related to YOUR requests for Product redesign or modification, including labor and material costs incurred developing the original Product design.
Custom Products. For Custom Products, Seller will not change the Custom Products without prior written authorization from LCR. In the event Seller requests a change to such Custom Product, Seller will submit a written request to LCR. LCR will review the request and respond with a notice of approval or disapproval within thirty (30) days of receipt of Seller's requested change. LCR will not unreasonably disapprove of a change requested in order to comply with safety or regulatory requirements. Changes will not be implemented until the parties have agree upon and documented the cost allocation and the impact on Custom Product price, if any. If the Seller requested change results in a cost reduction, the Custom Product price will be adjusted such that the parties share the benefit of such cost reduction.
