Background IP definition

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.

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Background IP means all Intellectual Property, information, data, software and materials belonging to a Party that are provided by that Party to the other for use in the Project (whether before or after the date of this Agreement), and including, but not limited to such Background IP as is set out in the Application but not, for the avoidance of doubt, the Foreground IP.

Background IP means any intellectual property and Intellectual Property Rights existing before the date of the Acceptance, and any Intellectual Property Rights generated after the date of Acceptance but outside the scope of these Terms;

Examples of Background IP in a sentence

• Except as otherwise expressly provided in this Agreement or any other Ancillary Agreement (as defined in the Separation Agreement), each Party shall retain ownership of its and its Affiliates’ Background IP and any derivative works, additions, modifications, translations or enhancements thereof created by a Party or its Affiliates pursuant to this Agreement.

• Recipient shall, and shall cause its Affiliates to, use such Background IP and New IP solely for purposes of receiving the Services from Provider, except as otherwise expressly permitted pursuant to a written agreement between the Parties or their respective Affiliates.

• If and to the extent that any new Intellectual Property is developed by Provider in the performance of this Agreement or the provision of the Services hereunder (excluding, for clarity, any Background IP of either Party or its Affiliates, the “New IP”), Recipient will own any Recipient Content included in the New IP, and Provider will otherwise own all New IP, in each case unless otherwise provided in an SLA.

• Provider shall, and shall cause its Affiliates to, use such Background IP and Recipient Content of Recipient and its Affiliates solely for purposes of providing the Services to Recipient, except as otherwise expressly permitted pursuant to a written agreement between the Parties or their respective Affiliates.

More Definitions of Background IP

Background IP of a party means any and all intellectual property rights that such party either (i) owned, controlled, or had rights with respect to prior to the Effective Date; or (ii) develops, or acquires ownership, control, or rights with respect to, during the term of this Agreement but which is not Collaboration IP.

Background IP means the Intellectual Property Rights either;

Background IP means the Intellectual Property Rights either: (a) owned by either of the Parties; (b) created, developed or invented by directors, managers, employees or consultants of either of the Parties; (c) to which the Party has licensed rights instead of ownership and the right to grant a sublicense prior to the execution of this Service Agreement, and any Intellectual Property Rights developed or otherwise acquired independently of this Service Agreement.

Background IP means IP which is created prior to or independently of this Contract.

Background IP means Intellectual Property that is (i) in existence prior to the effective date of the Order or (ii) is designed, developed, or licensed after the effective date of the Order independently of both the work undertaken or in connection with the Order and the proprietary information and IP of the other party to the Order.

Background IP means all Intellectual Property Rights owned by you and in existence prior to you first providing the Goods or Services to us;

Background IP means all Intellectual Property Rights owned or licensed by a party (a) before the effective date of the applicable Order Form or (b) independent of the Services.