CUSTOM DELIVERABLES. All custom work done by the Contractor and covered by this Contract, including any software modifications and documentation, will belong to the State with all rights, title, and interest in all intellectual property that comes into existence through the Contractor's work under this Contract being assigned to the State. Additionally, the Contractor waives any shop rights, author rights, and similar retained interests in any such custom developed materials. The Contractor must provide the State with all assistance reasonably needed to vest such rights of ownership in the State. However, the Contractor will retain ownership of all tools, methods, techniques, standards, and other development procedures, as well as generic and preexisting shells, subroutines, and similar material incorporated in any custom Deliverable ("Pre-existing Materials"). The Contractor grants the State a worldwide, non-exclusive, royalty-free, perpetual license to use, modify, and otherwise distribute all Pre-existing Materials that are incorporated in any custom-developed Deliverable, including distribution to third parties as required by funding mandates. The Contractor may not include in any custom Deliverable any intellectual property unless such has been created under this Contract or qualifies as Pre-existing Material. If the Contractor wants to incorporate any Pre-existing Materials in a custom Deliverable, the Contractor must disclose that desire to the State and obtain written approval from the State for doing so in advance. On the request of the Contractor, the State will incorporate any proprietary notice that Contractor may reasonably want for any Pre-existing Materials included in a custom Deliverable in all copies the State makes of that Deliverable. Subject to the limitations and obligations of the State with respect to Pre-existing Materials, the State may make all custom Deliverables available to the general public without any proprietary notices of any kind.
CUSTOM DELIVERABLES. Intentionally Omitted
CUSTOM DELIVERABLES. Except as otherwise set forth on a SOW and excluding Netrix Works (as defined below), upon full payment therefore Netrix assigns to Client all copyrights in final Deliverables created uniquely for Client by Netrix. Netrix further grants to Client a perpetual, non-exclusive, royalty free license to use such Netrix Works as are incorporated into assigned final Deliverables only in connection with Client's use, operation, modification and maintenance of that Deliverable. All works created by Netrix for use generally; all pre-existing works; all templates, data definitions, database structures, training materials, help system content and any guides or other documentation; generic programming codes and segments, algorithms, methodologies, processes, tools, data, documents, notes, applets, dynamic link libraries, objects, routines, formulae, software and templates which (i) Netrix provides to you and which are applicable to a variety of projects, or (ii) that Netrix owned or licensed prior to their use in development of a Deliverable hereunder constitute “Netrix Works” and title thereto belongs to Netrix or its licensors and does not pass to Client.
CUSTOM DELIVERABLES. E-MED and NCFE both acknowledge and understand that by design this Agreement and any Exhibits appended hereto have been drafted with the anticipation and expectation that E-MED will be providing some services and resultant work product to NCFE that shall be considered Custom Deliverables. Such Custom Deliverables shall be defined as follows: "Software and/or intellectual property (including, but not limited to all codes, artwork, screens, data and the like) developed by E-MED for NCFE specifically pursuant to this Agreement that were neither developed nor owned by E-MED prior to entering into this Agreement." Such Custom Deliverables shall be considered a "work made for hire." Provided that NCFE pays E-MED the required amounts for such Custom Deliverables as set forth in the applicable Scope of Work, NCFE shall have full and complete control and authority over and with respect to the development of all functional and/or artistic design matters related to such Custom Deliverables and each Scope of Work on a project-by-project basis. Such Custom Deliverables, and any copyrights or intellectual property interest in such Custom Deliverables, upon NCFE's payment of any and all amounts then due and owing to E-MED in consideration of the development of a particular Custom Deliverable, shall be the sole and exclusive property of NCFE. In consideration for E-MED's services, NCFE shall be required to grant E-MED for the duration of the term of this Agreement, a worldwide, non-exclusive, royalty free, license to possess, copy, and display any and all of the Custom Deliverables E-MED's performance of services for third parties, provided that in doing so E-MED does not disclose, utilize or include any of NCFE's confidential information. E-MED shall not lease, sell, transform, modify, disclose, transfer, distribute, assign or sub-license any Custom Deliverable or any copyright or intellectual property interest in the Custom Deliverables or derivative thereof to any third party absent the prior express written consent of NCFE. Notwithstanding the aforementioned, E-MED shall not under any circumstance, disclose or utilize all or a portion of any Custom Deliverable or any copyright or intellectual property interest in such Custom Deliverable in its performance of services (including the sale or licensing of software or software solution, consulting and the like) for any third party which is or intends to be a competitor of NCFE. Further, in the event of a "Change of Contro...
CUSTOM DELIVERABLES. E-MED and NCFE both acknowledge and understand that by design this Agreement and any Exhibits appended hereto have been drafted with the anticipation and expectation that E-MED will be providing some services and resultant work product to NCFE that shall be considered Custom Deliverables. Such Custom Deliverables shall be defined as Software and/or intellectual property developed by E-MED for the specific purposes of this Agreement and shall be considered a "work made for hire". Such Custom Deliverables and any copyrights in those Custom Deliverables, upon NCFE's payment of any and all amounts then due and owing under the terms of this Agreement, shall be the sole and exclusive property of NCFE. In consideration for E-MED's services, NCFE shall be required to grant E-MED the retention of a perpetual, worldwide, non-exclusive, royalty free, transferable license to possess, copy, transform, perform, display, use, modify, disclose, distribute, and sub-license any and all of that custom Software or intellectual property in any manner E-MED chooses, provided that in doing so E-MED does not include any of NCFE's confidential information.
CUSTOM DELIVERABLES. Custom Deliverables are those that are created specifically for Bank. All copyrightable Works created by Servicer in connection with the performance of Services for Bank shall be deemed to be, or shall be treated as, works for hire for purposes of vesting in Bank all copyrights in such Works. Servicer shall treat all information pertaining to the Works as Confidential Information of Bank pursuant to Section 4 (Confidential Information) of this Agreement. (b)
CUSTOM DELIVERABLES. Except as set forth in an Annual Planning Document executed by the Parties, Contractor warrants, represents and conveys full ownership, clear title free of all liens and encumbrances to any Custom Deliverable. Contractor conveys the ownership in Custom Deliverables as defined in this Attachment A to USBE. All intellectual property rights, title and interest in the Custom Deliverables shall transfer to USBE, subject to the following:
CUSTOM DELIVERABLES. Except as otherwise set forth on a SOW and excluding Netrix Works and Third Party Works (as defined
CUSTOM DELIVERABLES. Except with respect to Consultant Materials (defined below), all custom work done by Consultant and covered by this Agreement will belong to the Attorney General and Consultant, including all rights, title, and interest in all intellectual property that comes into existence through the Consultant’s work under this Agreement.
