The customer and the service provider should trace the residual rights and
ownership provisions through the confidentiality obligations to confirm that the result reflects their intended agreement.
Drafters of SOWs increasingly seem to be divorced from the underlying legal agreement that articulates the actual business relationship, so it's not surprising that many statements of work fail to incorporate previously agreed - upon
ownership provisions regarding deliverables.
If this is the case and the definition of Proprietary Materials includes work product developed under the agreement, there may be a conflict between: (i) restrictions on the service provider's ability to use customer confidential information imposed by the confidentiality obligations; and (ii) the residual rights or
other ownership provisions of the outsourcing agreement.
All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation,
ownership provisions, warranty disclaimers, indemnity and limitations of liability.
All provisions of this Agreement which by their nature should survive termination shall survive termination, including, without limitation,
ownership provisions, warranty disclaimers and limitations of liability.
All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation,
ownership provisions, warranty disclaimers, indemnity and limitations of liability.
All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation,
ownership provisions, warranty disclaimers, indemnity and limitations of liability.