Business Technology Sample Clauses

Business Technology. (a) The Company owns, or is licensed or otherwise possesses the valid right to use, free and clear of all Liens (except Permitted Liens), all of the Company Business Technology.
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Business Technology. (a) Buyer owns, or is licensed or otherwise possesses the valid right to use, free and clear of all Liens (except Permitted Liens), all of Buyer Business Technology.
Business Technology. Under all other of its and their right, title and interest in and to the Business Technology, with the sole exception of those licenses listed in Exhibit F1, which are licenses that are not transferred and not sublicensed. The Business Technology is licensed solely to design, develop, manufacture and have manufactured (subject to Section 3.2), sell and maintain Buyer Products in the Buyer Field. For the avoidance of doubt, the licenses of the Business Technology hereunder do not include the transfer of any Intellectual Property Rights in or to the Business Technology that are either transferred to Buyer as Transferred Intellectual Property Rights in Section 2.1 above or are licensed to Buyer elsewhere in this Section 3.1 below. Seller agrees to deliver to Buyer originals or copies of all documents, software code, and other materials, in whatever form and in whatever medium recorded, necessary in order for Buyer to fully exercise and exploit the rights granted to Buyer hereunder with respect to the Business Technology and the Transferred Intellectual Property Rights.
Business Technology. (a) To the Company Group's Knowledge, each element of the Business Technology is legally owned by, or lawfully used under an agreement with its owner, or used under a license, giving the necessary rights of use to, the applicable member of the Company Group.
Business Technology. Under all other of its and their right, title and interest in and to the Business Technology, with the sole exception of those licenses listed in Exhibit E as licenses that are not transferred and not sublicensed. The Business Technology is licensed solely to design, develop, manufacture and have manufactured (subject to Section 3.3), sell and maintain Purchaser Products in the Purchaser Field. For the avoidance of doubt, the licenses of the Business Technology hereunder do not include the transfer of any Intellectual Property Rights in or to the Business Technology; such Intellectual Property Rights are either transferred to Purchaser as Transferred Intellectual Property Rights in Section 2.1 above, or are licensed to CCIL in Section 3.1 below, or are licensed to Purchaser in Section 3.2 below. Agilent agrees to deliver to Purchaser and CCIL originals or copies of all documents, software code, and other materials, in whatever form and in whatever medium recorded, necessary in order for Purchase and CCIL to fully exercise and exploit the rights granted to Purchaser and CCIL hereunder with respect to the Business Technology and the Transferred Intellectual Property Rights.

Related to Business Technology

  • Technology For purposes of this Agreement, “Technology” means all Software, information, designs, formulae, algorithms, procedures, methods, techniques, ideas, know-how, research and development, technical data, programs, subroutines, tools, materials, specifications, processes, inventions (whether or not patentable and whether or not reduced to practice), apparatus, creations, improvements and other similar materials, and all recordings, graphs, drawings, reports, analyses, and other writings, and other embodiments of any of the foregoing, in any form or media whether or not specifically listed herein. Further, for purposes of this Agreement, “Software” means any and all computer programs, whether in source code or object code; databases and compilations, whether machine readable or otherwise; descriptions, flow-charts and other work product used to design, plan, organize and develop any of the foregoing; and all documentation, including user manuals and other training documentation, related to any of the foregoing.

  • New Technology If New Technology becomes available from any source, including Supplier, then KP may evaluate and contract with any supplier so that KP will have access to New Technology at all times. If Supplier cannot offer New Technology at comparable or lower prices, KP may either (a) amend contract pricelist to add Supplier's New Technology at a mutually agreed-upon price; or (b) contract with other suppliers for New Technology. Regardless of whether New Technology is added to this Agreement, Supplier and KP will negotiate in good faith to equitably adjust the pricing for any current Product under this Agreement affected by the New Technology.

  • Background Technology List here prior contracts to assign Inventions that are now in existence between any other person or entity and you. [ ] List here previous Inventions which you desire to have specifically excluded from the operation of this Agreement. Continue on reverse side if necessary.

  • Joint Technology The Parties agree that, in order to effectuate the provisions of Section 4.4.2, subject to any exclusive licenses granted hereunder, (a) the non-use provisions of this Article 9 shall not apply to each Party’s use of Joint Technology, and (b) each Party may disclose the Joint Technology to Third Parties who are under terms of confidentiality no less strict than those contained in this Agreement.

  • Third Party Technology The assignment of any applicable license agreements with respect to Third Party Technology are set forth in the General Assignment and Assumption Agreement.

  • Licensed Technology The term "Licensed Technology" shall mean the ------------------- Licensed Patents, plus all improvements thereto developed by Licensor, and all related data, know-how and technology.

  • Licensed Intellectual Property Section 3.17(h)(vi)...................................29

  • Intellectual Property The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or required for use in connection with their respective businesses as described in the SEC Reports and which the failure to so have could have a Material Adverse Effect (collectively, the “Intellectual Property Rights”). None of, and neither the Company nor any Subsidiary has received a notice (written or otherwise) that any of, the Intellectual Property Rights has expired, terminated or been abandoned, or is expected to expire or terminate or be abandoned, within two (2) years from the date of this Agreement. Neither the Company nor any Subsidiary has received, since the date of the latest audited financial statements included within the SEC Reports, a written notice of a claim or otherwise has any knowledge that the Intellectual Property Rights violate or infringe upon the rights of any Person, except as could not have or reasonably be expected to not have a Material Adverse Effect. To the knowledge of the Company, all such Intellectual Property Rights are enforceable and there is no existing infringement by another Person of any of the Intellectual Property Rights. The Company and its Subsidiaries have taken reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

  • Technical Information Methods, processes, formulae, compositions, systems, techniques, inventions, machines, computer programs and research projects, unpatented inventions, designs, know-how, trade secrets, technical information and data, specifications, blueprints, transparencies, test data, and additions, modifications, and improvements thereon which are revealed to Employee.

  • Licensed Software Section 3.17(f).......................................27

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