IMMERSION Sample Clauses

IMMERSION. Immersion represents, warrants, and covenants that: (i) it has the full power and has taken the necessary and appropriate steps to enter into this Agreement and assume the obligations hereunder; (ii) it has the right to license the Licensed Patents, and it has the full power and has taken the necessary and appropriate steps to enter into this Agreement and assume the obligations hereunder, and to grant the license rights and covenants set forth herein; (iii) it has not previously and will not grant any rights in the Licensed Patents to any third party that are inconsistent with the rights granted to Microsoft herein; (iv) [****]; (v) [****] and have not [****]; (vi) as of the Effective Date, there are no actual or threatened lawsuits or claims relating to the Licensed Patents other than (i) the Lawsuit (as defined in the Settlement), (ii) contract, business or licensing discussions with existing or potential licensees and customers, and (iii) as set forth in Schedule 3.12 to the Series A Redeemable Convertible Preferred Stock Purchase Agreement executed by the Parties on even date herewith; and (vii) as of the Effective Date, Immersion believes, in good faith, that the issued Licensed Patents owned by Immersion are valid and enforceable.

IMMERSION. Immersion represents, warrants, and covenants that: (i) it has the full power and has taken the necessary and appropriate steps to enter into this Sublicense Agreement and assume the obligations hereunder; (ii) it has the right to license the Licensed Patents, and it has the full power and has taken the necessary and appropriate steps to enter into this Sublicense Agreement and assume the obligations hereunder, and to grant the license rights and covenants set forth herein; PROVIDED UNDER RULE 408 (iii) it has not previously and will not grant any rights in the Licensed Patents to any third party that are inconsistent with the rights granted to Microsoft herein; (iv) it has not previously and will not grant during the period set forth in Section 2(j) to any third party the right to grant [****] the sublicense rights granted in Sections 2(a) herein; (v) it has not assigned or otherwise transferred or subrogated any interest in any of its claims that are the subject of the Sony Lawsuit, and, except in connection with an assignment by Immersion permitted by Section 8(d), will not assign or otherwise transfer or subrogate any interest (other than in the proceeds) in any of its claims that are the subject of the Sony Lawsuit; (vi) [****]; (vii) as of the Effective Date, the issued Licensed Patents owned by Immersion are subsisting and have not lapsed or otherwise become abandoned; (viii) as of the Effective Date, there are no actual or threatened lawsuits or claims relating to the Licensed Patents other than the action in the United States District Court for the Northern District of California entitled Immersion Corporation v. Sony Computer Entertainment of America, Inc., Sony Computer Entertainment Inc., and Microsoft Corporation, Northern District of California Case No. C02-00710 CW (WDB), contract, business or licensing discussions with existing or potential licensees and customers, and as set forth in Schedule 3.12 to the Series A Redeemable Convertible Preferred Stock Purchase Agreement executed by the Parties on even date herewith; and (ix) as of the Effective Date, Immersion believes, in good faith, that the issued Licensed Patents owned by Immersion are valid and enforceable.

IMMERSION to identify, screen, and recruit qualified and experienced workforce before orienting and allocating them to the State project team in the stated labor categories and locations. Our team of experienced recruiters identifies candidates that match the required skill- set through our internal database – which is regularly updated for new resumes – employee referrals, advertisements on job portals listed above, or through outplacement programs in other companies. All resumes received both internally and externally are maintained in our proprietary database. The focus is always on identifying, screening, and hiring quality candidates both with regards to hard technical skills and experience as well as soft skills like customer-oriented professional demeanor, good communication skills, and ability to build relationships with client personnel and work independently as well as in a team. A very stringent ‘three stage’ screening process is the differentiating factor of our recruitment process. Once the potential fits have been identified, they are interviewed by telephone, as well as in person/skype, for their technical, managerial, interpersonal, presentation, and communication skills. The shortlisted candidates have to undergo a written technical test prepared for different skills by our professionals from their field experience. Finally, the shortlisted candidates have to undergo background checks for any past criminal records. This screening methodology will ensure that the best possible candidates are selected for all positions at all times. Finally, the selected candidates undergo an “immersion” process comprising orientation on corporate culture, client expectations, contract and TO requirements, and communication process. SunPlus vision and strategy to provide successful placement of technical professionals at State revolves around two concepts, Execution and Customer Intimacy. We enable IT execution at all levels by striving to understand our clients’ goals and objectives; the trends in their industry; their critical path initiatives; and the timing of their needs. Having reviewed the Scope of Work and the initiatives of State for this project, SunPlus is readily prepared to support these staff augmentation needs utilizing our internal process known as the Project Management Methodology - Operations (PMMO). This process once implemented, backed by a strong Customer Care Team and qualified technical professionals - has - and will set us apart from our compe...

IMMERSION. In the recent past to the present, video games use interspatial 3- D, where you go into worlds. Therefore instead of images popping out at you, you actually go inside them. That’s how games on the Xbox 360 and others have been working for years, by using a regular television set or flat panel display. This sort of technology gives an immersed effect, which engages people more.

IMMERSION. The Seeker need not be capable of operating in or surviving immersion in water, except as follows: The Seeker shall tolerate without damage (other than cosmetic) being placed in standing water up to 8 cm (3 in) deep with the radiating aperture pointed downwards. The Seeker shall be capable of taking radar data under this condition, although performance is not PROPRIETARY specified due to the unanalyzed effects of the high-dielectric-constant water layer.

IMMERSION. Notwithstanding any other provision of this Section 1.2 ("IMMERSION Registration"), in an initial public offering, the underwriter may limit the number of Registrable Securities and other securities of IMMERSION held by shareholders (other than Holders) having contractual rights to registration to be included in the registration and underwriting, or may exclude Registrable Securities and Additional Registrable Securities (as defined in Section 1.3 ("Registration Rights of Employees, Etc.")) entirely from such registration and underwriting, and in any public offering following an initial public offering, the underwriter may limit the number of Registrable Securities and Additional Registrable Securities to an amount equal to 25% of the Common Stock to be included in such registration and underwriting. The IMMERSION shall so advise all holders of Registrable Securities and Additional Registrable Securities which would otherwise be registered and underwritten pursuant hereto, and the number of shares of Registrable Securities and Additional Registrable Securities that may be included in the registration and underwriting shall be allocated among holders requesting registration in proportion, as nearly as practicable, to the respective amounts of Registrable Securities and Additional Registrable Securities held by each of such holders as of the date of the notice pursuant to Section 1.2((a))((i)) above, subject to the provisions of this Section 1.2((b)) ("Underwriting"). If any Holder disapproves of the terms of any such underwriting, such Holder may elect to withdraw therefrom by written notice to IMMERSION and the underwriter. Any Registrable Securities excluded or withdrawn from such underwriting shall be withdrawn from such registration.

IMMERSION. Immersion warrants as follows: (a) At the time of delivery of any Immersion TouchSense Software, Immersion Ireland warrants that such Immersion TouchSense Software will comply in all material respects with Immersion’s published specifications therefor. Samsung’s sole remedy with respect to breach of this warrant is set forth in Section 4.2(b). (b) The Immersion TouchSense Software, as delivered by Immersion Ireland, does not contain any known virus or any other contaminant, including codes, commands or instructions that, in each case, may alter, delete, erase, damage, disable, disrupt or otherwise interfere, in each case, in a manner not intended by Samsung or set forth in the applicable Immersion specifications of the Immersion TouchSense Software, with the use of the Immersion TouchSense Software, or any other software, data or information. (c) Immersion Ireland warrants that, except for the Linux Modules and except as otherwise disclosed by Immersion to Samsung prior to delivery to Samsung, Immersion Ireland shall not incorporate any Open Source Software into the Immersion TouchSense Software without Samsung’s prior consent. (d) Immersion represents and warrants that Immersion Ireland has the full power and authority to grant releases, licenses, and rights under this Agreement to Samsung and its Affiliates.