Ownership of Licensed IP. User agrees that, subject to the rights and licenses granted herein, Owner is, and will remain, the sole and exclusive owner of all right, title, and interest, throughout the world, to all Licensed IP and any copies of the Licensed IP.
Ownership of Licensed IP. Licensee agrees that, subject to the rights and licenses granted herein, Licensor is, and will remain, the sole and exclusive owner of all right, title, and interest, throughout the world, to all Licensed IP and any copies of the Licensed IP, whether made by, or on behalf of, Licensor or Licensee.
Ownership of Licensed IP. As between the Parties, (a) SpinCo Licensee acknowledges and agrees that Parent or a member of the Parent Group owns or controls the Parent Licensed IP; (b) Parent Licensee acknowledges and agrees that SpinCo or a member of the SpinCo Group owns or controls the SpinCo Licensed IP; and (c) each Party acknowledges and agrees that neither such Party nor any of its Subsidiaries, Affiliates, or sublicensees will acquire any ownership rights in the Licensed IP licensed to such Party hereunder.
Ownership of Licensed IP. Nothing contained herein shall be construed as an assignment or grant to Licensee of any title or ownership interest in or to the Licensed IP, and the Parties agree that the Licensed IP is the sole and exclusive property of the Licensor. Licensee shall not acquire any right, title or interest in any of the Licensed IP and Licensee hereby irrevocably assigns and transfers to Licensor any right, title and interest that it may acquire in any of the Licensed IP as a result of the exercise of its rights under this Agreement. All advertising, artwork, designs and derivative works involving the Licensed IP, or any reproduction thereof, shall, notwithstanding their invention or use by Licensee, be and remain the property of Licensor; provided, however that such items shall become part of the Licensed IP, and Licensee shall be entitled to use them to the extent permitted by this Agreement.
Ownership of Licensed IP. Except for the licenses and rights expressly granted to Licensee in this License Agreement, all right, title, and interest in and to the Licensed IP shall remain vested in Licensor. If Licensee acquires any right, title or interest in or to the Licensed IP, Licensee hereby assigns and will assign, for no additional consideration, all right, title and interest in any of the foregoing to Licensor.
Ownership of Licensed IP. All uses of the Licensed IP, including all goodwill associated with any use of any of the Licensed Marks or other trademarks or trade names included in the Licensed IP, shall inure exclusively to Licensor. The Company and its Subsidiaries shall, and hereby do, irrevocably assign to Licensor any and all rights that they may acquire in the Licensed IP including any goodwill associated therewith by virtue of the Company’s or its Subsidiaries’ use thereof pursuant to this Agreement. The Company hereby acknowledges and agrees that Licensor or its Affiliates own and control all worldwide rights, title and interest in and to the Licensed IP and all Modifications and Company Improvements, which shall remain the sole property of Licensor or its Affiliates throughout the Term and thereafter, subject only to the Company’s limited right to use the Licensed IP (including Modifications and Company Improvements) as set forth herein and, except for the exclusive rights granted in Section 2.3(a), nothing contained herein shall limit the right and ability of Licensor, its Affiliates, licensees and franchisees to exploit, license, distribute, sell or otherwise use the Licensed IP.
Ownership of Licensed IP. Other than through a license outside the Field of Use or outside the Territory, CG shall not sell, convey, assign, license, or otherwise transfer all or part of its right, title, or interest in the Licensed IP unless, prior to or contemporaneously with such transaction, the transferee delivers to Lepu an instrument by which the transferee assumes CG’s obligations under this Agreement and agrees that such Licensed IP is being transferred subject to the license grant in Section 3.1. For the avoidance of doubt, a Change in Control, by itself, is not a sale, conveyance, assignment, license or transfer of Licensed IP subject to this Section.
Ownership of Licensed IP. 5.1 As between the Parties, the RemainCo Party and its Affiliates own and shall continue to own the RemainCo Licensed IP, and the DivestCo Party and its Affiliates own and shall continue to own the DivestCo Licensed IP.
Ownership of Licensed IP. (a) Licensee acknowledges and agrees Licensor’s exclusive right, title and interest in and to the Licensed IP, all goodwill associated therewith and all rights relating thereto, and shall not at any time do or cause to be done any act or thing contesting or in any way impairing or tending to impair any part of Licensor’s rights in and to the Licensed IP. Any sales of the Licensed Products and/or any use of the Licensed IP by Licensee shall inure solely to the benefit of Licensor. Licensee shall not at any time adopt or use, without Licensor’s prior written consent, any name or trademark that is similar to or likely to be confused with, the Marks, nor shall Licensee attempt to register or own any certificates of registration for any name or trademark similar to the Marks with the U. S. Patent and Trademark Office or with any state or local trade name or trademark registration entity or process.
Ownership of Licensed IP. Licensee hereby acknowledges that Licensor is the sole and exclusive owner of the Licensed IP. Licensee agrees that: (i) it will take no action inconsistent with Licensor’s rights in and to the Licensed IP; (ii) it will not challenge the validity of the Licensed IP or Licensor’s rights in and to the Licensed IP; (iii) any use of the Marks by Licensee, and all the goodwill associated therewith, shall inure exclusively to the benefit of Licensor; and (iv) nothing in this Agreement grants to Licensee (or should be construed as granting to Licensee) any right, title or interest in or to the Licensed IP other than the rights granted in Section 1 above.
