Outbound License Agreements. Section 3.15(e), ........29
Outbound License Agreements. Section 4.18.10 of the Disclosure Schedule accurately identifies each Outbound License Agreement. With respect to each Outbound License Agreement, the Company has not granted under any title, any kind of ownership or exclusive rights over any improvements of the software or other Technology licensed under such Outbound License Agreement -including improvements made by the licensee or third parties- exceeding or in breach of any applicable Inbound License Agreement. All software or other Technology provided by the Company or any of its Subsidiaries under any Outbound License Agreement is in compliance with all applicable Laws and the terms of such Outbound License Agreement and any Inbound License Agreement governing the Company or any Subsidiaries’ rights thereto.
Outbound License Agreements. Other than agreements that do not materially differ in substance from the corresponding Standard Form Agreements, Schedule 3.9(h) lists all Contracts to which the Company is a party and under which the Company has licensed, provided or assigned or granted any right to any Company Intellectual Property and/or Technology to third parties (“Outbound Licenses”). All Outbound Licenses are in full force and effect.
Outbound License Agreements. Section 3.11(p) of the Disclosure Schedule sets forth a complete and correct list of all Outbound License Agreements, excluding for listing purposes only those: (i) express non-exclusive licenses under a Standard Form IP Contract for Business Products granted to Customers of the Company in the ordinary course of business; and (ii) stand-alone non-disclosure agreements that do no more than grant to third parties limited scope and use rights with respect to the Trade Secrets in the Transferred IP for the limited purposes set forth therein and which do not allocate rights materially differently than in the Company’s Standard Form IP Contracts.
Outbound License Agreements. Section 4.13(g) of the Disclosure Schedule lists all Contracts to which the Company, Pearl or a Subsidiary of Pearl is a party and under which the Company, Pearl or such Affiliate, as applicable, has licensed, provided or assigned or granted any right to any Company Intellectual Property to third parties (“Outbound Licenses”), other than Standard Form Agreements. No Company Intellectual Property has been supplied or provided by the Company, Pearl or any Subsidiary of Pearl to any Person, other than pursuant to the Outbound Licenses and Standard Form Agreements.
Outbound License Agreements. Schedule 3.19(h) lists all Contracts to which the Company or Fog Creek is a party and under which the Company or Fog Creek has licensed, provided or assigned or granted any right to any Company Intellectual Property and/or Technology to third parties (“Outbound Licenses”), provided that Schedule 3.19(h) does not require the setting forth of Standard Form Agreements. All Outbound Licenses are in full force and effect. The Company is not bound by, and no Company Intellectual Property is subject to, any Contract containing any covenant or other provision that in any way limits or restricts the ability of the Company to license, exploit, or enforce any Company Intellectual Property anywhere in the world. No Company Intellectual Property has been supplied or provided by the Company or Fog Creek to any Person, other than pursuant to the Outbound Licenses.
Outbound License Agreements. Section 2.15(f)........ 24 Parent 401(k) Plan ......................................Section 4.20(a)........ 51
Outbound License Agreements. (A) Section 2.14(b)(v) of the Company Disclosure Schedule sets forth a complete and accurate list of all Outbound License Agreements, excluding non-exclusive internal use licenses of executable code of Products granted by the Company or any of its subsidiaries to end user customers that have purchased or licensed Products for which the total amount payable to the Company or any of its subsidiaries did not exceed Two Hundred Fifty Thousand Dollars ($250,000). For each such Outbound License Agreement, Section 2.14(b)(v) of the Company Disclosure Schedule sets forth the title, parties and effective date of such Outbound License Agreement. (B) Each Third Party to which the Company or any subsidiary has distributed, licensed or otherwise made available any Product or Software has executed and delivered to the Company or a subsidiary of the Company a written license agreement or, in the case of any Product or Software made available solely in object code form, is legally bound by a “click-through agreement” setting forth the terms and conditions applicable to such Third Party’s use of such Product or Software, a complete and accurate copy of which agreement has been made available by the Company to Parent’s counsel prior to the date hereof and any amendment thereof.
Outbound License Agreements. Other than (i) Standard NDAs, (ii) non exclusive licenses of the Company Products to end users that do not materially differ in substance from the corresponding Standard Form Agreements and under which the Company recognized consolidated revenues less than $75,000 during the twelve (12) month period ending November 30, 2009, and (iii) rights granted to contractors or vendors to use Company Intellectual Property and Technology for the sole benefit of the Company or any Subsidiary thereof (together “Ordinary Course Outbound Agreements”), Section 4.14(i) of the Disclosure Schedule lists all Contracts to which the Company or any of its Subsidiaries is a party and under which the Company or any of its Subsidiaries has licensed, provided or assigned or granted any right to any Company Intellectual Property and/or Technology to third parties (“Outbound Licenses”). 42
