ASSIGNMENT OF IPR IN DATABASES Sample Clauses

ASSIGNMENT OF IPR IN DATABASES. 18.1 The Provider hereby assigns to the Department, with full title guarantee, title to and all rights and interest in the information contained in or stored on the Database or will procure that the first owner of the Database assigns it to the Department on the same basis.
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ASSIGNMENT OF IPR IN DATABASES. 18.1 The College hereby assigns to the Department, with full title guarantee, title to and all rights and interest in the information contained in or stored on the Database or will procure that the first owner of the Database assigns it to the Department on the same basis.
ASSIGNMENT OF IPR IN DATABASES. The Service Provider hereby assigns to the Customer, with full title guarantee, title to and all rights and interest in the Database or shall procure that the first owner of the Database assigns it to the Customer on the same basis. The assignment under clause shall either take effect on the date of the Contract or as a present assignment of future rights that will take effect immediately on the coming into existence of the Database, as appropriate. The Service Provider shall waive or procure a waiver of any moral rights in the Database assigned to the Customer under this Contract. To the extent that it is necessary for the Customer to obtain the full benefits of ownership of the Database, the Service Provider hereby grants to the Customer and shall procure that any relevant third party licensor shall grant to the Customer a perpetual, irrevocable, non-exclusive, assignable, royalty-free and global licence to use, sub-license and/or commercially exploit any Service Provider's Pre-Existing IPR or IPRs owned by a third party that are embedded in or which are an integral part of the Database Audit and the National Audit Office The Service Provider shall keep and maintain until six (6) years after the date of termination or expiry (whichever is the earlier) of this Contract (or for such period as may be agreed between the Parties), full and accurate records and accounts of the operation of this Contract including the Services provided under it and the amounts paid by the Customer. The Service Provider shall keep the records and accounts referred to in Clause 6.13.1 above in accordance with good accountancy practice. The Service Provider shall on request afford the Customer, the Customer's Representatives and/or the National Audit Office (“Auditors”) such access to such records and accounts as may be required by the Customer from time to time. The Service Provider shall provide such records and accounts (together with copies of the Service Provider’s published accounts) during the Contract Period and for a period of six (6) years after the expiry of the Contract Period to the Customer and its internal and external auditors. The Customer shall use reasonable endeavours to ensure that the conduct of each Audit does not unreasonably disrupt the Service Provider or delay the provision of the Services, save insofar as the Service Provider accepts and acknowledges that control over the conduct of Audits carried out by the National Audit Office is outside of the contr...
ASSIGNMENT OF IPR IN DATABASES. 21.1 The Contractor hereby assigns to the Department, with full title guarantee, title to and all rights and interest in the information contained in or stored on the Database or shall procure that the first owner of the Database assigns it to the Department on the same basis.
ASSIGNMENT OF IPR IN DATABASES. 39.1 The Parties agree that the Supplier is not providing a Database as at the date of this Contract. If the Supplier provides a Database by way of a New Project or a Change, the Supplier shall assign the Database to the Customer, with full title guarantee, and shall procure that the first owner of the Database assigns it to the Customer on the same basis.
ASSIGNMENT OF IPR IN DATABASES. The Contractor hereby assigns to the Authority, with full title guarantee and free from encumbrances, title to all Intellectual Property Rights and all rights and interest in the Database or shall procure that the first owner of the Database assigns it to the Authority on the same basis. This Clause 31.15 shall only apply to the extent that at any time the Contractor (or any of the Contractor Personnel) acquires, by operation of law, title to Intellectual Property Rights or any rights or interest in the Database. The assignment under Clause 31.15 shall either take effect on the Effective Date or as a present assignment of future rights that will take effect immediately on the coming into existence of relevant Intellectual Property Rights or any rights or interest in the Database, as appropriate. The Contractor shall waive and/or procure a waiver of any moral rights in the Database assigned to the Authority under this Agreement. Notwithstanding the limitations contained in any other provision of this Agreement, to the extent that it is necessary for the Authority to obtain the full benefits of ownership of the Database, the Contractor hereby grants to the Authority and shall procure that any relevant third party licensor shall grant to the Authority a perpetual, irrevocable, non-exclusive, assignable, royalty-free and global licence to Use, sub-license and/or commercially exploit any Contractor Software, Third Party Software, Contractor’s Background IPRs or IPRs owned by a third party that are embedded in or which are an integral part of the Database. Commercially Available Software Subject to the Contractor complying at all times with its obligations under: Clauses 31.1 to 31.3 (in relation to Authority Materials, Authority Data and Authority Software); and
ASSIGNMENT OF IPR IN DATABASES. 28.1 The Contractor hereby assigns to the Council, with full title guarantee, title to and all rights and interest in the Database or shall procure that the first owner of the Database assigns it to the Council on the same basis.
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ASSIGNMENT OF IPR IN DATABASES. The Supplier hereby assigns to the Authority, with full title guarantee, title to and all rights and interest in the Database or shall procure that the first owner of the Database assigns it to the Authority on the same basis. The assignment under clause 36.1 shall either take effect on the Effective Date or as a present assignment of future rights that will take effect immediately on the coming into existence of the Database, as appropriate. The Supplier shall waive or procure a waiver of any moral rights in the Database assigned to the Authority under this Contract. To the extent that it is necessary for the Authority to obtain the full benefits of ownership of the Database, the Supplier hereby grants to the Authority and shall procure that any relevant third party licensor shall grant to the Authority a perpetual, irrevocable, non-exclusive, assignable, royalty-free and global licence to Use, sub-license and/or commercially exploit any Supplier's Background IPRs or IPRs owned by a third party that are embedded in or which are an integral part of the Database. PROJECT SPECIFIC IPR AND SPECIALLY WRITTEN SOFTWARE The Supplier hereby assigns to the Authority, with full title guarantee, title to and all rights and interest in the Project Specific IPRs and the Specially Written Software or shall procure that the first owner of the Project Specific IPRs and the Specially Written Software assigns them to the Authority on the same basis. The assignment under clause 37.1 shall either take effect on the Effective Date or as a present assignment of future rights that will take effect immediately on the coming into existence of the relevant Project Specific IPRs and the Specially Written Software, as appropriate. The Supplier shall waive or procure a waiver of any moral rights in any copyright works assigned to the Authority under this Contract. If requested to do so by the Authority, the Supplier shall without charge to the Authority execute all documents and do all such further acts as the Authority may require to perfect the assignment under clause 37.1 or shall procure that the owner of the Project Specific IPRs and the Specially Written Software does so on the same basis. The Authority shall grant to the Supplier a licence of the Project Specific IPRs and the Specially Written Software to enable: the Supplier to provide the Services; and the creation of works for other customers that are adapted or derived from the Project Specific IPRs and the Specially Writte...

Related to ASSIGNMENT OF IPR IN DATABASES

  • Assignment of Inventions Subject to Sections 2.4, and 2.6, I hereby assign and agree to assign in the future (when any such Inventions or Proprietary Rights are first reduced to practice or first fixed in a tangible medium, as applicable) to the Company all my right, title and interest in and to any and all Inventions (and all Proprietary Rights with respect thereto) whether or not patentable or registrable under copyright or similar statutes, made or conceived or reduced to practice or learned by me, either alone or jointly with others, during the period of my employment with the Company. Inventions assigned to the Company, or to a third party as directed by the Company pursuant to this Section 2, are hereinafter referred to as “Company Inventions.”

  • Assignment of Intellectual Property The Executive hereby assigns to the Company or its designees, without further consideration and free and clear of any lien or encumbrance, the Executive’s entire right, title and interest (within the United States and all foreign jurisdictions) to any and all inventions, discoveries, improvements, developments, works of authorship, concepts, ideas, plans, specifications, software, formulas, databases, designees, processes and contributions to Confidential Information created, conceived, developed or reduced to practice by the Executive (alone or with others) during the Term which (i) are related to the Company’s current or anticipated business, activities, products, or services, (ii) result from any work performed by Executive for the Company, or (iii) are created, conceived, developed or reduced to practice with the use of Company property, including any and all Intellectual Property Rights (as defined below) therein (“Work Product”). Any Work Product which falls within the definition of “work made for hire”, as such term is defined in the U.S. Copyright Act, shall be considered a “work made for hire”, the copyright in which vests initially and exclusively in the Company. The Executive waives any rights to be attributed as the author of any Work Product and any “droit morale” (moral rights) in Work Product. The Executive agrees to immediately disclose to the Company all Work Product. For purposes of this Agreement, “Intellectual Property” shall mean any patent, copyright, trademark or service xxxx, trade secret, or any other proprietary rights protection legally available.

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  • Intellectual Property and Confidentiality 9.1 All intellectual property rights in and relating to the goods we supply to you, their manufacture, development and creation (including improvements to them) will be or remain ours and you will, at our request, do any act and execute any documents necessary to confirm such rights.

  • Intellectual Property Rights Assignment For no additional compensation, Contractor hereby assigns to City all of Contractor’s rights, title, and interest in and to the content of the Deliverable Materials created by Contractor or its employees, agents, or subcontractors, including copyrights, in connection with the services performed under this Contract. Contractor shall promptly execute and deliver, and shall cause its employees, agents, and subcontractors to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the Deliverable Materials. Contractor also shall cooperate and assist in the prosecution of any action or opposition proceeding involving such intellectual property rights and any adjudication of those rights.

  • Assignment of Antitrust Rights Upon the request of the State of Minnesota, Contractor will irrevocably assign to State any state or federal antitrust claim or cause of action that the Contractor now has or which may accrue to the Contractor in the future, in connection with any goods, services, or combination provided by Contractor under the terms of this Contract.

  • Rights in Data If, in connection with the services performed under this Contract, Contractor or its employees, agents, or subcontractors, create artwork, audio recordings, blueprints, designs, diagrams, documentation, photographs, plans, reports, software, source code, specifications, surveys, system designs, video recordings, or any other original works of authorship, whether written or readable by machine (Deliverable Materials), all rights of Contractor or its subcontractors in the Deliverable Materials, including, but not limited to publication, and registration of copyrights, and trademarks in the Deliverable Materials, are the sole property of City. Contractor, including its employees, agents, and subcontractors, may not use any Deliverable Material for purposes unrelated to Contractor’s work on behalf of the City without prior written consent of City. Contractor may not publish or reproduce any Deliverable Materials, for purposes unrelated to Contractor’s work on behalf of the City, without the prior written consent of the City.

  • Intellectual Property Confidentiality Purchaser shall defend, indemnify and hold Seller harmless from all expenses, losses and other damages resulting from any actual or alleged infringement of patents, copyrights or trademarks arising from Seller's compliance with Purchaser's designs, specifications or instructions. Unless otherwise agreed to in a writing signed by Xxxxxx's duly authorized representative, all right, title and interest in any inventions, developments, improvements or modifications of the Equipment and Services made by Seller or Purchaser shall exclusively remain with Seller. Any design, manufacturing drawings or other information submitted to Purchaser shall remain the exclusive property of Seller. Purchaser shall not, without Seller's prior written consent, copy nor disclose such information to any person. The information, drawings, plans, standards, and specifications furnished by Seller were developed at Seller's expense and may not, without Seller's prior written consent, be used nor disclosed by Purchaser for any purpose other than to install, own, operate, and maintain the subject Equipment. If the Equipment is held to infringe a United States patent in effect as of the date of this Agreement, then Seller may at its option procure for Purchaser the right to use the Equipment; modify or replace it with non-infringing Equipment; refund the purchase price allocable to the infringing Equipment, or settle or otherwise terminate said actions on behalf of Purchaser. The foregoing is Xxxxxx's entire liability on patent infringements. Purchaser shall keep confidential and shall not without the prior written consent of Seller disclose to any third party any technical or commercial information which Purchaser has acquired from Seller as a result of discussion, negotiations or other communications relating to the Equipment or this order.

  • Assignment of Antitrust Claims As part of the consideration for the award of this Contract, the Contractor assigns to the State all right, title and interest in and to any claims the Contractor now has, or may acquire, under state or federal antitrust laws relating to the products or services which are the subject of this Contract.

  • Protection of Customer Data The Supplier shall not delete or remove any proprietary notices contained within or relating to the Customer Data. The Supplier shall not store, copy, disclose, or use the Customer Data except as necessary for the performance by the Supplier of its obligations under this Call Off Contract or as otherwise Approved by the Customer. To the extent that the Customer Data is held and/or Processed by the Supplier, the Supplier shall supply that Customer Data to the Customer as requested by the Customer and in the format (if any) specified by the Customer in the Call Off Order Form and, in any event, as specified by the Customer from time to time in writing. The Supplier shall take responsibility for preserving the integrity of Customer Data and preventing the corruption or loss of Customer Data. The Supplier shall perform secure back-ups of all Customer Data and shall ensure that up-to-date back-ups are stored off-site at an Approved location in accordance with any BCDR Plan or otherwise. The Supplier shall ensure that such back-ups are available to the Customer (or to such other person as the Customer may direct) at all times upon request and are delivered to the Customer at no less than six (6) Monthly intervals (or such other intervals as may be agreed in writing between the Parties). The Supplier shall ensure that any system on which the Supplier holds any Customer Data, including back-up data, is a secure system that complies with the Security Policy and the Security Management Plan (if any). If at any time the Supplier suspects or has reason to believe that the Customer Data is corrupted, lost or sufficiently degraded in any way for any reason, then the Supplier shall notify the Customer immediately and inform the Customer of the remedial action the Supplier proposes to take. If the Customer Data is corrupted, lost or sufficiently degraded as a result of a Default so as to be unusable, the Supplier may: require the Supplier (at the Supplier's expense) to restore or procure the restoration of Customer Data to the extent and in accordance with the requirements specified in Call Off Schedule 8 (Business Continuity and Disaster Recovery) or as otherwise required by the Customer, and the Supplier shall do so as soon as practicable but not later than five (5) Working Days from the date of receipt of the Customer’s notice; and/or itself restore or procure the restoration of Customer Data, and shall be repaid by the Supplier any reasonable expenses incurred in doing so to the extent and in accordance with the requirements specified in Call Off Schedule 8 (Business Continuity and Disaster Recovery) or as otherwise required by the Customer. Confidentiality

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