Intellectual Property Definition Sample Clauses

The Intellectual Property Definition clause establishes what constitutes intellectual property within the context of the agreement. It typically outlines the types of creations, inventions, or materials—such as patents, copyrights, trademarks, or trade secrets—that are covered, and may specify whether these include pre-existing works, developments made during the contract, or both. By clearly defining the scope of intellectual property, this clause ensures all parties understand what rights and assets are being referenced or protected, thereby reducing ambiguity and potential disputes over ownership or usage.
POPULAR SAMPLE Copied 19 times
Intellectual Property Definition. “Intellectual Property” means any and all intellectual property and tangible embodiments, including without limitation inventions, discoveries, designs, specifications, developments, methods, modifications, improvements, processes, know-how, show-how, techniques, algorithms, databases, computer software and code (including software and firmware listings, assemblers, applets, compilers, source code, object code, net lists, design tools, user interfaces, application programming interfaces, protocols, formats, documentation, annotations, comments, data, data structures, databases, data collections, system build software and instructions), mask works, formulae, techniques, supplier and customer lists, trade secrets, graphics or images, text, audio or visual works, materials that document design or design processes, or that document research or testing, schematics, diagrams, product specifications and other works of authorship.
View SourceView Similar (45)
Intellectual Property Definition. As used in this Agreement, “Intellectual Property” means any and all art, method, process, procedure, invention, idea, design, concept, technique, discovery, improvement or moral right, regardless of patentability, as well as any patents, patent applications, copyrights, trademarks, service marks, trade names, trade secrets, know-how or other intellectual property rights recognized in any country or jurisdiction in the world.
View SourceView Similar (4)
Intellectual Property Definition. As used herein, “intellectual property” shall generally be defined as any trademarkable, copyrightable, or patentable material or thing including, but not limited to, books, texts, articles, monographs, glossaries, bibliographies, study guides, laboratory manuals, syllabi, tests and work papers; lectures, musical and/or dramatic compositions, unpublished scripts, films, filmstrips, charts, transparencies, other visual aids; video and audio tapes and cassettes, computer programs and/or applications; e-learning materials or associated data files; video and audio broadcasts; programmed instruction materials; paintings, sculptures, photographs, and other works of art.
View SourceView Similar (6)
Intellectual Property Definition. Ownership of intellectual property developed by the Parties under this Agreement will be determined by and managed in accordance with the applicable laws of Canada. Intellectual property includes the following when it arises under this Agreement (“Intellectual Property”): (i) any art or process, machine, manufacture, design, or composition of matter, or any new and useful improvement thereof, or any variety of plant, which is or may be patentable under the patent laws of the United States or Canada (“Inventions”); (ii) original works of authorship fixed in a tangible medium of expression under the copyright laws of the United States or Canada (“Works”); and (iii) data, test results, and laboratory notebook entries developed or made as a result of the Work (“Data”), except for Data generated by StFX independent of the Work that StFX shares with the Participant as part of the Experiment, which shall be owned solely by StFX, subject to the provisions of the Collaboration Agreement.
View SourceView Similar (2)
Intellectual Property Definition. “Intellectual Property” means all patentable and unpatentable inventions, works of authorship or expression, including but not limited to computer programs data collections and databases, and trade secrets and other Information. “Information” means any and all ideas, concepts, data, know-how, discoveries, improvements, methods, techniques, technologies, systems, specifications, analyses, products, practices, processes, procedures, protocols, research, tests, trials, assays, controls, prototypes, formulas, descriptions, formulations, submissions, communications, skills, experience, knowledge, plans, objectives, algorithms, reports, results, conclusions and other information and materials, irrespective of whether or not copyrightable or patentable and in any form or medium (tangible, intangible, oral, written, electronic, observational or other) in which such Information may be communicated or subsist. Without limiting the foregoing sentence, Information includes any technological, scientific, business, legal, patent, organizational, commercial, operational or financial materials or information.
View Source
Intellectual Property Definition. In a business context, intellectual property (IP) refers to a broad category of intangible assets that are created through human intellect and innovation. This includes inventions, designs, literary and artistic works, symbols, names, images, and proprietary information. Intellectual property rights grant exclusive ownership and control over these creations, allowing businesses to protect their innovations and creativity from unauthorized use, reproduction, or exploitation by others. Intellectual property can be categorized into several forms, including patents, trademarks, copyrights, and trade secrets. Protecting intellectual property is essential for businesses to maintain their competitive edge, xxxxxx innovation, and secure their investments in research and development. Effective management and safeguarding of intellectual property assets are critical for sustaining business growth, enhancing market value, and preserving the integrity of the company's brand and innovations.
View Source
Intellectual Property Definition. “Intellectual Property” means any and all intellectual property including Intellectual Property Rights described below and tangible embodiments thereof, including without limitation inventions, discoveries, designs, specifications, developments, methods, modifications, improvements, processes, know- how, show-how, techniques, algorithms, databases, computer software and code (including software and firmware listings, assemblers, applets, compilers, source code, object code, net lists, design tools, user interfaces, application programming interfaces, protocols, formats, documentation, annotations, comments, data, data structures, databases, data collections, system build software and instructions), mask works, formulae, techniques, supplier and customer lists, trade secrets, graphics or images, text, audio or visual works, designs, design processes, any documentation of research, testing, schematics, diagrams, product specifications and works of authorship.
View Source

Related to Intellectual Property Definition

  • INTELLECTUAL PROPERTY RIGHTS INDEMNITY (a) Customer shall promptly notify Signify of any third party claim alleging that any of the Products and/or Services supplied to Customer by Signify infringes any third party IPR. Upon such notice, Signify may at its own option and at its own expense either: (i) procure for Customer the right to continue using such Product and/or Services; or (ii) provide a replacement non-infringing product for such Product of equivalent functionality; or (iii) modify such Product such that it is no longer infringing; or (iv) remedy such Service; or (v) make an appropriate refund or credit of monies paid by Customer for that Product and/or Services. (b) In the event that a claim referred to under section 11(a) results in any legal proceedings, Customer shall give Signify full authority, at the option and cost of Signify, to settle or conduct the defence of such claim. Customer shall provide Signify with all assistance as Signify may reasonably require in connection with such defence of such claim. Customer shall not enter into any settlement in connection with any such claim, nor incur any costs or expenses for the account of Signify without the prior consent of Signify. (c) Subject to the provisions of sections 11 and 12, Signify will reimburse Customer in respect of any final award of damages by a court of competent jurisdiction holding that Products and/or Services as supplied by Signify under an Agreement directly infringe any third party IPR, provided that the infringement is held to be directly and solely attributable to the use by Customer of the Products and/or Service as supplied by Signify under the Agreement. (d) Notwithstanding anything to the contrary provided in the Agreement, Signify will not be liable for, and the obligations of Signify set out in this section 11 will not apply to: (i) any claim of infringement of third party IPR resulting from compliance with Customer’s design, drawings, specifications or instructions; or (ii) use of any Products, deliverables and/or Services other than in accordance with its specifications or any claim based on or resulting from any modification or adaptation of a Product, deliverables and/or Service made by or on behalf of Customer; or (iii) any third party IPR covering any assembly, circuit, combination, method or process, in the manufacture, testing or application in which such Products and/or Services supplied by Signify may have been used; or (iv) any claim of infringement resulting from compliance with an industry standard applying to the Products or Services. (e) With regard to any claim of infringement covered by section 11 (d), Customer shall fully indemnify Signify against any award of damages for any such infringement and shall reimburse all costs incurred by Signify in defending any suit or proceeding for such infringement, provided that Signify gives Customer prompt notice in writing of any such suit or proceeding for infringement and, if so requested, full authority to conduct the defence thereof. (f) In the event that Signify receives notice claiming infringement of third party IPR in relation to any Products and/or Services supplied or to be supplied under an Agreement, Signify may, in order to limit or avoid liability, terminate the Agreement, suspend or discontinue the supply or performance to Customer of the Products and/or Services or parts to which such notice relates and Signify will not be liable to Customer by virtue of such termination, suspension or discontinuation. (g) Subject to the exclusions and limitations set forth in section 12, the foregoing states the entire liability of Signify for infringement of third party IPR in connection with the supply of Products and/or Services.

  • Intellectual Property; Software Other than as set forth on Schedule 5.12: (a) There are no Copyrights, Patent Rights and Trademarks (including any assumed or fictitious names used by the Company within the previous two (2) years) owned by or licensed to the Company. (b) There is no Software owned by or licensed to the Company except for mass market Software licensed to the Company that is commercially available and subject to “shrink-wrap” or “click-through” license agreements. (c) The Company is not a party to Contracts which relate to: (i) any Copyrights, Patent Rights or Trademarks; (ii) any Trade Secrets owned by or licensed to the Company; and (iii) any Software, other than market Software licensed to the Company that is commercially available and subject to “shrink-wrap” or “click-through” license agreements. (d) The Company owns the entire right, title and interest in and to, or has the valid and enforceable right to use, the Intellectual Property and Software used in the Business as currently conducted, and to the Knowledge of Seller there is no other Intellectual Property necessary for the Company to conduct the Business as currently conducted. (i) No infringement, misappropriation or violation of any Intellectual Property, or any rights of publicity or privacy relating to the use of names, likenesses, voices, signatures or biographical information, of any other Person has occurred or results in any way from the operation of the Business or the use, sale or distribution of any Intellectual Property owned by or licensed exclusively to the Company; (ii) no claim of any infringement, misappropriation, violation or dilution of any Intellectual Property or any such rights of any other Person has been made or asserted in respect of the operation of the Business; (iii) no claim of invalidity of any Intellectual Property owned by the Company has been made by any other Person; (iv) no Proceedings are pending or, to the Knowledge of Seller, threatened that challenge the validity, ownership or use of any Intellectual Property owned by the Company; (v) the Company has not had notice of, and, to the Knowledge of Seller, there is no basis for, a claim against the Company that the operations, activities, products, Software, equipment or processes of the Business infringe, misappropriate, violate or dilute any Intellectual Property or any such rights of any other Person; and (vi) to the Knowledge of Seller, no Person infringes, misappropriates or violates any Intellectual Property owned or exclusively licensed by or to Seller, in each case except as could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Intellectual Property, etc Each of Holdings and each of its Subsidiaries owns or has the right to use all domestic and foreign patents, trademarks, permits, domain names, service marks, trade names, copyrights, licenses, franchises, inventions, trade secrets, proprietary information and know-how of any type, whether or not written (including, but not limited to, rights in computer programs and databases) and formulas, or other rights with respect to the foregoing, and has obtained assignments of all leases, licenses and other rights of whatever nature, in each case necessary for the conduct of its business, without any known conflict with the rights of others which, or the failure to obtain which, as the case may be, individually or in the aggregate, has had, or could reasonably be expected to have, a Material Adverse Effect.

  • Intellectual Property Rights Infringement HP will defend and/or settle any claims against Customer that allege that an HP-branded product or service as supplied under this Agreement infringes the intellectual property rights of a third party. HP will rely on Customer’s prompt notification of the claim and cooperation with our defense. HP may modify the product or service so as to be non-infringing and materially equivalent, or we may procure a license. If these options are not available, we will refund to Customer the amount paid for the affected product in the first year or the depreciated value thereafter or, for support services, the balance of any pre-paid amount or, for professional services, the amount paid. HP is not responsible for claims resulting from any unauthorized use of the products or services.

  • Intellectual Property Infringement 8.1 IAR Systems will in the way set out in section 8.2, and subject to all limitations therein, act on any action brought against the Licensee to the extent it is based on a claim that the Software as it exists on the date of the Invoice infringes any patent or copyright duly issued under the laws of the country under which IAR Systems or the Licensee is organized. 8.2 IAR Systems shall, in the way set out below, as sole remedy, act on a third-party claim that the Software infringes the intellectual property rights of such party, provided that IAR Systems is given prompt notice of such claim and is given information, reasonable assistance, and sole authority to defend or settle the claim. IAR Systems may at its option obtain the right for the Licensee to continue using the infringing Licensed Product, replace or modify the infringing Licensed Product until it becomes non-infringing, or if such replacement or modification is not reasonably available, terminate this license with respect to the infringing Licensed Product and provide for a reasonable refund of fees paid by the Licensee to IAR Systems for the Licensed Product so affected. 8.3 IAR Systems shall not have any liability if the alleged infringement arises out of unauthorized use of the Software, postdelivery, non-IAR Systems modifications, or the combination with other products or devices not furnished by IAR Systems. THE OBLIGATIONS STATED IN THIS SECTION ARE IAR SYSTEMS’ SOLE LIABILITIES AND THE LICENSEE’S SOLE REMEDIES FOR INFRINGEMENT OF PATENTS AND COPYRIGHTS. FOR THE AVOIDANCE OF DOUBT: THE LIABILITY OF IAR SYSTEMS UNDER THIS SECTION 8, IN THE CASE OF A PERPETUAL LICENSING MODEL, MAY NEVER EXCEED THE LICENSE FEE PAID BY THE LICENSEE, AND, IN THE CASE OF A SUBSCRIPTION LICENSING MODEL, MAY NEVER EXCEED AN AMOUNT EQUAL TO THE AGGREGATE ANNUAL LICENSE FEE PAID BY THE LICENSEE FOR THE PAST ONE- YEAR PERIOD.