Rights in Deliverables definition

Rights in Deliverables is a Key Term specified by the parties on their Cover Page specifying whether Deliverables will be Licensed Deliverables or Assigned Deliverables.

Examples of Rights in Deliverables in a sentence

  • Notwithstanding the foregoing, Seller shall retain ownership of all Intellectual Property Rights in Deliverables (or any portion thereof) created by it prior to or independent from the performance of the Services and without regard, in whole or in part, to any Buyer Information (as defined below) (“Seller Materials”).

  • All Deliverables will be provided as Licensed Deliverables or Assigned Deliverables as specified by the parties under Rights in Deliverables on the Cover Page, unless otherwise specified for a particular Deliverable in a SOW (in which case the SOW will control).

  • The following Sections will survive expiration or termination of this Agreement: 2 (Definitions), 6 (Rights in Deliverables), 8 (Customer Materials, Systems and Facilities)(to the extent Provider still has any access), 10 (Fees and Expenses)(for amounts then due), 11.4 (Effect of Termination), 12 (Limitations of Liability), 13 (Indemnification), 14 (Confidentiality), 15 (Required Disclosures), 16 (Publicity) and 17 (General Terms).

  • Foreground IPR: all Intellectual Property Rights that arise or are obtained or developed by or on behalf of any party in the course of the performance of the Services including Intellectual Property Rights in Deliverables.

  • To the extent one or more subcontractors are approved by Customer (each, a “Subcontractor”), Provider will (a) remain directly responsible to Customer for the acts and omissions of each Subcontractor and (b) ensure each Subcontractor is bound in writing to terms equally as protective of Customer as the terms of this Agreement (including as may be necessary to secure any rights from any such Subcontractor for purposes of Section 6 (Rights in Deliverables)) and complies with such terms.

  • Section 6 of Professional Services Agreement) All Deliverables are [Licensed Deliverables][Assigned Deliverables] in accordance with the selection made by the parties under Rights in Deliverables on the Cover Page to the Professional Services Agreement, except for any exceptions specified below.

  • The obligations in this Section 10 shall not restrict any disclosure pursuant to any local, state or federal governmental agency or authority if such release is necessary to comply with applicable laws, governmental regulations or orders of regulatory bodies or courts; provided that the recipient shall give prompt notice to the disclosing Party in reasonable time to exercise whatever legal rights the disclosing Party may have to prevent or limit such disclosure.

  • To the extent one or more subcontractors are approved by Customer (each, a “Subcontractor”), Provider will (a) remain directly responsible to Customer for the acts and omissions of each Subcontractor and (b) ensure each Subcontractor is bound in writing to terms equally as protective of Customer as the terms of this Agreement (including as may be necessary to secure any rights from any such Subcontractor for purposes of Section 6 (Rights in Deliverables) and complies with such terms.

  • Any and all Intellectual Property Rights in Deliverables, which will be considered work for hire, will vest exclusively in the Client as and when they each actually materialise, whether they are in draft or in final form, except for such parts which correspond to Proprietary Items.

Related to Rights in Deliverables

  • Custom Deliverable means the Work Product that Contractor is required to deliver to the Eligible User under this Contract.

  • Project Deliverables means the Project deliverables set out in Schedule 2. Project Material means all the material including but not limited to documents, computer software, and data stored by any means which is created by the Fellow in the course of undertaking the Project.

  • Purchaser Deliverables has the meaning set forth in Section 2.2(b).

  • Deliverables means the work product and other output of the Services required to be delivered by Contractor as part of the Services, as specified in the relevant section of the Contract.

  • Real Property Deliverables means each of the following agreements, instruments and other documents in respect of each Facility (to the extent requested by the Collateral Agent and relevant to the applicable jurisdiction):

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Program Materials means the documents and information provided by the Program Administrator specifying the qualifying EEMs, technology requirements, costs and other Program requirements, which include, without limitation, program guidelines and requirements, application forms and approval letters.

  • Independent Software Vendor or “ISV” means a Person that makes available to Participants and Authorized Traders a system or platform offering smart order routing, front-end trading applications, an aggregation platform or a combination of the foregoing but that does not provide Participants or Authorized Traders with the ability to effect transactions other than through the Trading System.

  • Foreground Intellectual Property means all Intellectual Property developed by either Party pursuant to this Agreement;

  • IP Materials has the meaning given to it in clause E8.1 (Intellectual Property Rights).

  • Custom Materials means Materials developed by the Supplier at the Procuring Entity's expense under the Contract and identified as such in Appendix 5 of the Contract Agreement and such other Materials as the parties may agree in writing to be Custom Materials. Custom Materials includes Materials created from Standard Materials.

  • Third Party Software means software which is proprietary to any third party (other than an Affiliate of the Contractor) which is or will be used by the Contractor for the purposes of providing the Services.

  • Calling Name Delivery Service (CNDS means a service that enables a terminating End User to identify the calling Party by a displayed name before a call is answered. The calling Party’s name is retrieved from a calling name database and delivered to the End User’s premise between the first and second ring for display on compatible End User premises equipment.

  • Purchased Intellectual Property has the meaning set forth in Section 1.2(g).

  • Termination Delivery Unit means (a) in the case of a Termination Event, an Event of Default or an Extraordinary Event (other than an Insolvency, Nationalization, Merger Event or Tender Offer), one Share or (b) in the case of an Insolvency, Nationalization, Merger Event or Tender Offer, a unit consisting of the number or amount of each type of property received by a holder of one Share (without consideration of any requirement to pay cash or other consideration in lieu of fractional amounts of any securities) in such Insolvency, Nationalization, Merger Event or Tender Offer. If a Termination Delivery Unit consists of property other than cash or New Shares and Counterparty provides irrevocable written notice to the Calculation Agent on or prior to the Closing Date that it elects to deliver cash, New Shares or a combination thereof (in such proportion as Counterparty designates) in lieu of such other property, the Calculation Agent shall replace such property with cash, New Shares or a combination thereof as components of a Termination Delivery Unit in such amounts, as determined by the Calculation Agent in its discretion by commercially reasonable means, as shall have a value equal to the value of the property so replaced. If such Insolvency, Nationalization, Merger Event or Tender Offer involves a choice of consideration to be received by holders, such holder shall be deemed to have elected to receive the maximum possible amount of cash.

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Client Software means software that allows a Device to access or utilize the services or functionality provided by the Server Software.

  • Company Deliverables has the meaning set forth in Section 2.2(a).

  • 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.

  • Background Intellectual Property Rights means Intellectual Property Rights owned, controlled or furnished by either Party other than Foreground Intellectual Property Rights.

  • Background Intellectual Property means all Intellectual Property introduced and required by either Party to give effect to their obligations under this Agreement owned in whole or in part by or licensed to either Party or their affiliates prior to the Commencement Date or developed after the Commencement Date otherwise pursuant to this Agreement;

  • Service delivery area means the defined geographic area for delivery of program services.

  • Background Technology means all Software, data, know-how, ideas, methodologies, specifications, and other technology in which Contractor owns such Intellectual Property Rights as are necessary for Contractor to grant the rights and licenses set forth in Section 14.1, and for the State (including its licensees, successors and assigns) to exercise such rights and licenses, without violating any right of any Third Party or any Law or incurring any payment obligation to any Third Party. Background Technology must: (a) be identified as Background Technology in the Statement of Work; and (b) have been developed or otherwise acquired by Contractor prior to the date of the Statement of Work, or have been developed by Contractor outside of its performance under the Statement of Work. Background Technology will also include any general consulting tool or methodology created by Contractor, which will not be required to be identified in the Statement of Work.

  • Foreground IP means all intellectual property and Intellectual Property Rights generated under these Terms; and

  • Transferred Intellectual Property means (i) all Intellectual Property Rights owned by the Acquired Companies, (ii) the Transferred Trademarks, (iii) the Transferred Patents, (iv) the Transferred Domains, and (v) all other Intellectual Property Rights owned by Sellers or their respective Affiliates as of the Closing Date that are exclusively used in or are exclusively related to the development, manufacture, marketing, use or sale of the Business Products.