IP Assignment. At the Closing, Seller and Selling Principal will have executed and delivered to Buyer an Assignment of Intellectual Property (the “IP Assignment”), substantially in the form attached as Exhibit B, and such other certificates, instruments, Contracts, and documents as requested by Buyer confirming Buyer’s full ownership of the Intellectual Property or necessary to perfect Buyer’s ownership of and exclusive right to the Intellectual Property;
IP Assignment. Red Cat shall have executed and delivered to Unusual the IP Assignment, in a form and substance reasonably acceptable to Unusual or taken steps to deliver promptly following closing.
IP Assignment. Notwithstanding any provision to the contrary, OTI agrees to assign, and hereby assigns, to MSB, without royalty or further consideration to OTI, all right, title, and interest OTI may have, or may acquire, in and to all Inventions and all Intellectual Property rights associated with such Inventions including, but not limited to, patents and copyrights. For purposes of this Article 5, “Invention(s)” means any and all inventions, discoveries, original works of authorship, developments, improvements, formulas, techniques, concepts, ideas and MSB Materials (whether or not patentable or registrable under copyright or similar statute) made, conceived, reduced to practice, or learned by an employee or agent of OTI in the performance of the Services. Upon MSB’s request from time to time, OTI shall provide any embodiments of the Inventions in its possession. OTI represents and warrants to MSB that each employee or agent of OTI that will perform the Services has executed and delivered an agreement with OTI relating to invention assignment and confidentiality that bind such employee or agent to obligations of assignment and confidentiality consistent with the terms and conditions of this Agreement, including the obligation to assign to OTI all right, title, and interest such employee or agent may have, or may acquire, in and to all Inventions and all intellectual property rights therein and thereto during the secondment of such employee or agent under this Agreement.
IP Assignment. At or prior to the Closing, the Company shall obtain an executed assignment of inventions agreement, in a form reasonably acceptable to Parent, with each Person listed on SECTION 5.15 of the Company Disclosure Schedule.
IP Assignment. Interplay must have delivered to Buyer the IP Assignment and all related patent, trademark and short form copyright assignments, duly executed by Interplay and the Company.
IP Assignment. A counterpart duly executed by the IP Buyer to each of the intellectual property assignments, duly executed by the Seller substantially in the form of Schedule 3.2.3(c);
IP Assignment. Seller shall execute and deliver to Buyer a counterpart signature to the assignment agreement in the form attached hereto as Exhibit C (the “IP Assignment Agreement”);
IP Assignment. Target shall have delivered to Acquiror the agreements set forth on Schedule 1.1 (e)(ii).
IP Assignment. You hereby transfer, convey and assign all of your right, title, and interest in and to all Intellectual Property, whether or not such Intellectual Property is reduced to practice, and to all know-how and trade secrets relating thereto, and in and to any and all continuations, continuations-in-part, divisionals, reissues, reexaminations and extensions thereof, and to all international priority rights and all foreign rights relating to each of the foregoing throughout the world, along with any and all rights of enforcement with respect thereto, including all rights to xxx, settle and recover for the past, present and future infringement thereof, and any and all causes of action related thereto The term “Intellectual Property” shall mean all intellectual property, including, but not limited to, any and all inventions, copyrights, copyright applications or registrations, original works of authorship, software, developments, improvements, patents, patent applications, trademarks, trademark applications, service marks, service xxxx applications, trade names or trade secrets, domain names, mask works, information and proprietary rights and processes, whether owned or created solely by you or jointly with another, heretofore or hereafter developed until such time as you cease to be an employee of the Company hereunder, in the case of all of the foregoing only to the extent related to or arising out of your employment with the Company, developed on Company time or with Company property or related to the design, development, manufacture and sale of the Company’s actual or proposed products and/or services, including, without limitation, those relating to neurostimulation technologies for use in innovative and proprietary applications in medicine (the “Company’s Business”). You agree to execute all applications, assignments and other documents, and to take all other steps, necessary to vest in the Company the right, title and interest in and to the Intellectual Property and in and to any and all Intellectual Property obtainable therefor and/or related thereto in the United States and in foreign countries, and to take all actions as reasonably requested by the Company, at the Company’s expense, to secure, maintain and enforce all rights of the Company in and to the Intellectual Property.
IP Assignment. All of the Employees listed in Section 6.2(k) of the Company Disclosure Schedule shall have executed a Non-Competition, Non-Solicitation, Proprietary and Confidential Information and Developments Agreement, substantially in the form of Exhibit D hereto.
