Payment of the advance / first invoice is an acceptance of the above terms and conditions.
Each party reserves all its proprietary rights in its Confidential Information and no rights or obligations, other than those expressly recited herein, are granted or to be implied. In particular, no license is hereby granted directly or indirectly under or in respect of any invention, discovery, patent, copyright or any other intellectual property right now or in the future held, made, obtained or licensable by the Disclosing Party. The property in all Confidential Information disclosed pursuant to an agreement / contract / project shall, subject to any right of any other owner, remain with the original owner / party.
Use of Intellectual Property: Each party acknowledges that the other party owns or licenses Intellectual Property related to its or its affiliates' existing business and such Intellectual Property may be used and further developed in the course of this Agreement. Each party understands that the other party intends to continue to develop and commercially exploit its own Intellectual Property during and after the term of this Agreement.
Prior Intellectual Property Rights: All Intellectual Property rights owned by a party as of the Effective Date ("Prior IP") shall remain the property of such party and no licenses or other rights with respect to such Intellectual Property are granted to the other party except as expressly set forth in an agreement or a later agreement. Each party shall have the burden of proof concerning the Intellectual Property it claims as its Prior IP
Developed Intellectual Property for clients: All right, title and interest of every kind and nature, whether now known or unknown, in and to any Intellectual Property created, written, developed, furnished or produced by us during the term of the agreement / project, whether alone or jointly with others and whether or not during work hours, that are within the scope of the agreement or any applicable Statement of Work shall be the exclusive property of the client (subject to the other conditions and specifically the payment of all the dues). As used herein, the term "Intellectual Property" shall include, without limitation, any inventions, technological innovations, discoveries, designs, formulae, know-how, processes, patents, trademarks, service marks, copyrights, computer software, ideas, creations, improvements to all such property, and all recorded material defining, describing or illustrating all such property, whether written or not and whether stored in plain or in code form.
Team in India understands that it shall have no right, title or interest of any kind or nature in or to any item of Intellectual Property, or in or to any results and/or proceeds from any item of Intellectual Property created or developed for the client. Team in India agrees to assist the client, at client's expenses, to obtain patents, copyrights, trademarks, service marks and similar protections in all countries on any item of Intellectual Property, and agrees to execute any and all documents necessary to obtain such patents, copyrights trademarks, service marks and similar protections in all foreign countries in the name of client. Team in India further agree to assist the client or its nominees in the performance of any lawful acts that the client, at its discretion deems necessary to secure proper patent, copyright, trademark, service mark and other protection for any item of Intellectual Property or Improvements thereon, and to vest the client the entire interest therein all countries.