Product Rights. Notwithstanding anything to the contrary herein, or in any other confidentiality or non-disclosure agreement between the parties, and notwithstanding any Intellectual Property Right of Seller, Hillrom, its Affiliates, and their respective Representatives shall have the unfettered right to use, lease, rent, loan, license, sublicense, dispose of, disclose, offer for sale, sell, maintain, import, have imported, modify, disassemble, repair, deconstruct, test, analyze, reconstruct, transfer, assign, and make Derivative Works and new products and systems from, all materials, documents, information, software, Works, Derivative Works, Products, articles, prototypes, deliverables, Inventions and components thereof provided by Seller, its Affiliates, or their respective Representatives to Hillrom, its Affiliates, or their respective Representatives in connection with the Agreement. Seller covenants and warrants that it imposes no post-sale restrictions on Hillrom relative to any Products, deliverables, prototypes or components thereof provided to Hillrom, its Affiliates, or their respective Representatives by Seller, its Affiliates, or their respective Representatives under the Agreement. Seller agrees that, notwithstanding any agreement to the contrary, all drawings, documents, deliverables, prototypes, information, and files Seller, its Affiliates, or their respective Representatives provide to Hillrom, its Affiliates, or their respective Representatives in conjunction with the Agreement have no confidentiality restrictions on them relative to Hillrom, its Affiliates, and their respective Representatives, and that Hillrom, its Affiliates, and their respective Representatives have the unrestricted right to copy, display, distribute, and disclose the same, and to use and create Derivative Works therefrom, for any purpose.
Product Rights. 6 3.5 Bulk Sale Law..........................................6 3.6
Product Rights. As of the Closing, subject to ----------------- -------------- those limitations set forth in this Agreement, Seller has no rights with respect to any trademarks and trade names.
Product Rights. Notwithstanding anything to the contrary herein, or in any other confidentiality or non-disclosure agreement between the parties, and notwithstanding any Intellectual Property Right of Service Provider, Hillrom and its Representatives shall have the unfettered right to use, lease, rent, loan, license, sublicense, dispose of, disclose, offer for sale, sell, maintain, import, have imported, modify, disassemble, repair, deconstruct, test, analyze, reconstruct, transfer, assign, and make Derivative Works and new products and systems from, all materials, documents, information, software, Works, Derivative Works, products, articles, prototypes, deliverables, Inventions, and components thereof provided by Service Provider or its Representatives to Hillrom or its Representatives in connection with the Agreement. Service Provider covenants and warrants that it imposes no post-sale restrictions on Hillrom relative to any product, deliverable, or prototype, or component thereof, provided to Hillrom or its Representatives by Service Provider or its Representatives under the Agreement. Service Provider agrees that, notwithstanding any agreement to the contrary, all drawings, documents, deliverables, prototypes, information, and files Service Provider or its Representatives provides to Hillrom or its Representatives in conjunction with the Agreement, have no confidentiality restrictions on them relative to Hillrom and its Representatives, and that Hillrom and its Representatives have the unrestricted right to copy, display, distribute, and disclose the same, and to use and create Derivative Works therefrom, for any purpose.
Product Rights. Except as set forth in the SEC Reports, neither the Company nor any Subsidiary has granted rights to develop, manufacture, produce, assemble, distribute, license, market or sell their products to any other person and is not bound by any agreement that affects either the Company’s or any of its Subsidiaries’ exclusive right to develop, manufacture, produce, assemble, distribute, license, market or sell their products.
Product Rights. Subject to and upon the terms and conditions set forth in this Agreement, Chiron shall have exclusive rights (even as to Cubist) to Commercialize the Licensed Products in all countries of the Territory.
Product Rights. 5.1. Company retains ownership of all rights in the Products, in the Company’s Confidential Information and all related Intellectual Property Rights. Company shall have a royalty- free, worldwide, transferable, sublicensable, irrevocable licence, for the duration of all applicable Intellectual Property Rights, to use in any way with regard to the Products. This includes any suggestions, enhancement requests or other feedback provided by Subscriber and/or its Users, relating to the operation of the Products. The Subscriber shall not sub- license, assign or otherwise transfer the rights granted under this Contract.
5.2. Subscriber retains ownership of any Intellectual Property Rights in its Confidential Information and in the Subscriber Data. Subscriber grants Company permission to use and reproduce all Subscriber Data in order to fulfil its obligations under this Contract.
5.3. Other than as expressly set forth herein, nothing in this Contract grants Subscriber any right, title, license, or interest in or relating to the Products and Company’s Confidential Information and Company reserve all rights, title, and interest in and to Products and Company’s Confidential Information, including all related Intellectual Property Rights.
5.4. Save to the extent expressly permitted by applicable law, Subscriber will not, nor allow any third-party, to reverse engineer, decompile, copy, or attempt to discover any source code or underlying ideas or algorithms of the Products, or remove or modify any copyright, trademark, or other proprietary notices of Company. Subscriber will not access the Products to copy their features, functions, or graphics.
Product Rights. 15 3.1.13 Non-Arm's Length Transactions......................17 3.1.14 Tax Returns........................................17 3.1.15 Authorized and Issued Share Capital................17 3.1.16 Disclosure.........................................18 3.2 Representations and Warranties of the Fund...................18 3.2.1
Product Rights. (a) Schedule B sets forth a true and complete list of all Patent Rights indicating which are owned by, are licensed to or under the control of Apollo. The Product Rights are sufficient to conduct the Business as it is being conducted. To the best of Apollo's knowledge, the conduct of the Business does not infringe upon or otherwise interfere with any patent, trade xxxx, trade name, industrial design or copyright of any other Person. Apollo is not aware of any infringement of, passing-off related to, or other
(b) To the best of Apollo's knowledge: (i) all patent applications of Apollo included as part of the Patent Rights are currently pending before the applicable administrative agencies and are being prosecuted by Apollo with reasonable diligence; (ii) each of the issued patents included as part of the Patent Rights and each claim therein is valid and enforceable according to its terms; (iii) the Patent Rights are the only patents issued or pending in any country in respect of the subject matter claimed in the Patent Rights; (iv) there have been no claims by any Third Party of infringing any patent or other right of any kind; (v) the inventions claimed in the Patent Rights are new, useful and not obvious; (vi) there has been no inequitable conduct or abuse of the Patent Rights by or on behalf of Apollo or its predecessors in title, if any, in respect of the Patent Rights; (vii) neither Apollo nor any Third Party has filed any disclaimer or made or permitted any other voluntary reduction in the scope of the Patent Rights; (viii) the inventions claimed in the Patent Rights may be practised without infringing any patent or other right of any kind of any Third Party; and (ix) the Patent Rights and the inventions claimed in them have not been dedicated to the public
Product Rights. For the purpose of this document, this s/w product --------------- will be called Group Messaging Gateway or 'GMG'. All the rights and ownership of the developed GMG product, along with the associated documents will be solely belong to NYN. Any use of the GMG products, or one of its elements by KNS will required a prior written consent of NYN
