Common use of Ownership Free and Clear Clause in Contracts

Ownership Free and Clear. The Acquired Corporations exclusively own all right, title, and interest to and in the Company IP (other than any Intellectual Property Rights exclusively licensed to the Acquired Corporations, as identified in Part 2.9(c) of the Disclosure Schedule) free and clear of any Encumbrances (other than non-exclusive outbound licenses to Company IP granted in the ordinary course of business pursuant to Standard Form IP Agreements). Without limiting the generality of the foregoing:

Appears in 2 contracts

Samples: Merger Agreement (Ixys Corp /De/), Merger Agreement (Zilog Inc)

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Ownership Free and Clear. The Acquired Corporations exclusively own all right, title, and interest to and in the Company IP (other than any Intellectual Property Rights exclusively licensed to the Acquired Corporations, as identified in Part 2.9(c) of the Disclosure Schedule) free and clear of any Encumbrances (other than non-exclusive outbound licenses to Company IP and rights granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts identified in Part 2.9(d) of the Disclosure Schedule). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Merger Agreement (Servidyne, Inc.)

Ownership Free and Clear. The Acquired Corporations exclusively own all right, title, and interest to and in the Company IP (other than any Intellectual Property Rights exclusively licensed to the Acquired Corporations, as identified in Part 2.9(c2.10(c) of the Company Disclosure Schedule) free and clear of any Encumbrances (other than non-exclusive outbound licenses to Company IP and rights granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts identified in Part 2.10(d) of the Company Disclosure Schedule). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Merger Agreement (Rae Systems Inc)

Ownership Free and Clear. The Acquired Corporations Companies exclusively own all right, title, and interest to and in the Acquired Company IP (other than any Intellectual Property Rights exclusively licensed to the any Acquired CorporationsCompany, as identified in Part 2.9(c) of the Disclosure Schedule) free and clear of any Encumbrances (other than non-exclusive outbound licenses to Company IP and rights granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts identified in Part 2.9(d) of the Disclosure Schedule or subject to the exception in Section 2.9(d) hereof). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Merger Agreement (Cavium Networks, Inc.)

Ownership Free and Clear. The Acquired Corporations exclusively own all right, title, and interest to and in the Company Acquired Corporation IP (other than any Intellectual Property Rights exclusively licensed to the Acquired Corporations, as identified in Part 2.9(c3.9(b) of the Disclosure Schedule) free and clear clear, to the Company’s knowledge, of any Encumbrances (other than non-exclusive outbound licenses to Company IP granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts listed in Part 3.9(c) of the Disclosure Schedule). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Merger Agreement (Synopsys Inc)

Ownership Free and Clear. The Acquired Corporations exclusively own all right, title, and interest to and in the Company Acquired Corporation IP (other than any Intellectual Property Rights exclusively licensed to the Acquired Corporations, as identified in Part 2.9(c) of the Disclosure ScheduleSchedule 3.12(b)) free and clear clear, to Seller’s knowledge, of any Encumbrances (other than non-exclusive outbound licenses to Company IP granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts listed in Schedule 3.12(c) and Permitted Encumbrances). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Purchase and Sale Agreement (MoSys, Inc.)

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Ownership Free and Clear. The Acquired Corporations Companies exclusively own all right, title, and interest to and in the Company IP (other than any Intellectual Property Rights exclusively licensed to the Acquired CorporationsCompanies, as identified in Part 2.9(c) of the Disclosure Schedule) free and clear of any Encumbrances (other than non-exclusive outbound licenses to Company IP and rights granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts identified in Part 2.9(d) of the Disclosure Schedule). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Merger Agreement (Dot Hill Systems Corp)

Ownership Free and Clear. The Acquired Corporations exclusively own all right, title, and interest to and in the Company IP (other than any Intellectual Property Rights exclusively licensed to the Acquired Corporations, as identified in Part 2.9(c2.10(c) of the Disclosure Schedule) free and clear of any Encumbrances (other than non-exclusive outbound licenses to Company IP and rights granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts identified in Part 2.10(d) of the Disclosure Schedule). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Merger Agreement (Rae Systems Inc)

Ownership Free and Clear. The Acquired Corporations Companies exclusively own all right, title, and interest to and in the Company IP (other than any Intellectual Property Rights exclusively licensed to the Acquired CorporationsCompany or the Subsidiary, as identified in Part 2.9(c) or 2.9(r) of the Disclosure Schedule) free and clear of any Encumbrances (other than non-exclusive outbound licenses to Company IP and rights granted in the ordinary course of business pursuant to Standard Form IP Agreementsthe Contracts identified in Part 2.9(d) of the Disclosure Schedule). Without limiting the generality of the foregoing:

Appears in 1 contract

Samples: Merger Agreement (Websense Inc)

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