Common use of Non-Transfer of Certain SPAC Intellectual Property Clause in Contracts

Non-Transfer of Certain SPAC Intellectual Property. (a) The Company acknowledges that SPAC is in possession of certain confidential and proprietary information of third parties received in connection with the SPAC’s evaluation of alternative business combinations, including but not limited to, information concerning the business, financial condition, operations, assets and liabilities, trade secrets, know-how, technology, customers, business plans, Intellectual Property rights, promotional and marketing efforts, and the existence and progress of financings, mergers, sales of assets, take-overs or tender offers of third parties, including SPAC’s, New Pubco’s, DTRT Merger Sub’s, and their respective Representatives’ internal notes and analysis concerning such information (collectively, “Evaluation Material”), and that the Evaluation Material is or may be subject to confidentiality or non-disclosure agreements. The Company acknowledges it has no right or expectancy in or to the Evaluation Material. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the Evaluation Material shall automatically transfer to Sponsor with no further action required on the part of any Party. (b) The Company shall have no right or expectancy in or to the ownership or use of the name “DTRT Health Acquisition Corp.” or any derivation thereof containing the term “DTRT”, the trading symbols “DTRT”, “DTRTU” or “DTRTW,” SPAC’s internet domain name (xxx.xxxxxxxxxx.xxx), or the Intellectual Property rights therein (collectively, the “SPAC Marks”) as a trademark or other identifier of source. For clarity, nothing in this Agreement, prevents the Company from using the SPAC Marks (i) in a non-trademark manner permitted as “fair use” under applicable trademark law (e.g., to describe the historical relationship of the parties), or (ii) to the extent required or permitted by Law. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the SPAC Marks shall automatically transfer to Sponsor with no further action required on the part of any Party.

Appears in 1 contract

Samples: Merger Agreement (DTRT Health Acquisition Corp.)

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Non-Transfer of Certain SPAC Intellectual Property. (a) The Company acknowledges that SPAC is in possession of certain confidential and proprietary information of third parties received in connection with the SPAC’s evaluation of alternative business combinations, including but not limited to, information concerning the business, financial condition, operations, assets and liabilities, trade secrets, know-how, technology, customers, business plans, Intellectual Property rights, promotional and marketing efforts, and the existence and progress of financings, mergers, sales of assets, take-overs or tender offers of third parties, including SPAC’s, New Pubco’s, DTRT Merger Sub’s’s and Holdings’, and their respective Representatives’, internal notes and analysis concerning such information (collectively, “Evaluation Material”), and that the Evaluation Material is or may be subject to confidentiality or non-disclosure agreementsagreement. The Company acknowledges it has no right or expectancy in or to the Evaluation Material. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the Evaluation Material shall automatically transfer to Sponsor with no further action required on the part of any Party. (b) The Company shall have no right or expectancy in or to the ownership or use of the name “DTRT Health Dune Acquisition Corp.Corporation” or any derivation thereof containing the term “DTRTDUNE”, the trading symbols “DTRTDUNE”, “DTRTUDUNEU” or “DTRTWDUNEW,” SPAC’s internet domain name (xxx.xxxxxxxxxx.xxxxxxxx://xxxxxxx.xxx/), or the Intellectual Property rights therein (collectively, the “SPAC Marks”) as a trademark or other identifier of source. For clarity, nothing in this Agreement, prevents the Company from using the SPAC Marks Marks. (i) in a non-trademark manner permitted as “fair use” under applicable trademark law (e.g., to describe the historical relationship of the parties), or (ii) to the extent required or permitted by Law. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the SPAC Marks shall automatically transfer to Sponsor with no further action required on the part of any Party.

Appears in 1 contract

Samples: Unit Purchase Agreement (Dune Acquisition Corp)

Non-Transfer of Certain SPAC Intellectual Property. (a) The Company acknowledges that SPAC is in possession of certain confidential and proprietary information of third parties received in connection with the SPAC’s evaluation of alternative business combinations, including but not limited to, information concerning the business, financial condition, operations, assets and liabilities, trade secrets, know-how, technology, customers, business plans, Intellectual Property rights, promotional and marketing efforts, and the existence and progress of financings, mergers, sales of assets, take-overs or tender offers of third parties, including SPAC’s, New Pubco’s, DTRT Merger Sub’s, ’s and their respective Representatives’ internal notes and analysis concerning such information (collectively, “Evaluation Material”), and that the Evaluation Material is or may be subject to confidentiality or non-disclosure agreementsagreement. The Company acknowledges it has no right or expectancy in or to the Evaluation Material. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the Evaluation Material shall automatically transfer to Sponsor with no further action required on the part of any Party. (b) The Company shall have no right or expectancy in or to the ownership or use of the name “DTRT Health Aries I Acquisition Corp.” or any derivation thereof containing the term “DTRTAries”, the trading symbols “DTRTRAM”, “DTRTURAMMU” or “DTRTWRAMMW,” SPAC’s internet domain name (xxx.xxxxxxxxxx.xxxhxxxx://xxx.xxxxxxxxx.xx/), or the Intellectual Property rights therein (collectively, the “SPAC Marks”) as a trademark or other identifier of source. For clarity, nothing in this Agreement, prevents the Company from using the SPAC Marks Marks. (i) in a non-trademark manner permitted as “fair use” under applicable trademark law (e.g., to describe the historical relationship of the parties), or (ii) to the extent required or permitted by Law. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the SPAC Marks shall automatically transfer to Sponsor with no further action required on the part of any Party.

Appears in 1 contract

Samples: Merger Agreement (Aries I Acquisition Corp.)

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Non-Transfer of Certain SPAC Intellectual Property. (a) The Company acknowledges that SPAC is in possession of certain confidential and proprietary information of third parties received in connection with the SPAC’s evaluation of alternative business combinations, including but not limited to, information concerning the business, financial condition, operations, assets and liabilities, trade secrets, know-how, technology, customers, business plans, Intellectual Property rights, promotional and marketing efforts, and the existence and progress of financings, mergers, sales of assets, take-overs or tender offers of third parties, including SPAC’s, New Pubco’s, DTRT Merger Sub’s, Merger Sub II’s and their respective Representatives’ internal notes and analysis concerning such information (collectively, “Evaluation Material”), and that the Evaluation Material is or may be subject to confidentiality or non-disclosure agreementsagreement. The Company acknowledges it has no right or expectancy in or to the Evaluation Material. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the Evaluation Material shall automatically transfer to Sponsor with no further action required on the part of any Party. (b) The Company shall have no right or expectancy in or to the ownership or use of the name “DTRT Health Dune Acquisition Corp.” or any derivation thereof containing the term “DTRTDUNE”, the trading symbols “DTRTDUNE”, “DTRTUDUNEU” or “DTRTWDUNEW,” SPAC’s internet domain name (xxx.xxxxxxxxxx.xxxxxxxx://xxxxxxx.xxx/), or the Intellectual Property rights therein (collectively, the “SPAC Marks”) as a trademark or other identifier of source. For clarity, nothing in this Agreement, prevents the Company from using the SPAC Marks Marks. (i) in a non-trademark manner permitted as “fair use” under applicable trademark law (e.g., to describe the historical relationship of the parties), or (ii) to the extent required or permitted by Law. Immediately at the Second Effective Time, all rights, title, ownership and interest in and to the SPAC Marks shall automatically transfer to Sponsor with no further action required on the part of any Party.

Appears in 1 contract

Samples: Merger Agreement (Dune Acquisition Corp)

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