Common use of Registered IP Clause in Contracts

Registered IP. Part 2.7(b) of the Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each Seller Product identified in Part 2.7(b) of the Disclosure Schedule that embodies, utilizes, or is based upon or derived from (or, with respect to Seller Products currently under development, that is expected to embody, utilize, or be based upon or derived from) such item of Registered IP. The Seller has provided to the Purchaser complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.

Registered IP. Part 2.7(b2.13(b) of the Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member or any Subsidiary has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each the Seller Product Products identified in Part 2.7(b2.13(a) of the Disclosure Schedule that embodiesembody, utilizesutilize, or is are based upon or derived from (or, with respect to Seller Products currently under development, that is expected to embody, utilize, or be based upon or derived from) such item of Registered IP. The Seller has provided to the IP Purchaser complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.

Registered IP. Part 2.7(b) of the Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member Shareholder has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each Seller Product identified in Part 2.7(b) of the Disclosure Schedule that embodies, utilizes, or is based upon or derived from (or, with respect to Seller Products currently under development, that is expected to embody, utilize, or be based upon or derived from) such item of Registered IP. The Seller has provided to the Purchaser complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.

Registered IP. Part 2.7(b2.9(b) of the Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member any Acquired Company has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each Seller Acquired Company Product identified in Part 2.7(b2.9(a) of the Disclosure Schedule that embodies, utilizes, or is based upon or derived from (or, or with respect to Seller Acquired Company Products currently under development, that is expected to embody, utilize, utilize or be based upon or derived from) such item of Registered IP. The Seller Acquired Company has provided to the Purchaser Parent complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.

Registered IP. Part 2.7(b2.11(b) of the Seller Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each Seller Product identified in Part 2.7(b2.11(a) of the Seller Disclosure Schedule that embodies, utilizes, or is based upon or derived from (or, with respect to Seller Products currently under development, that is expected to embody, utilize, or be based upon or derived from) such item of Registered IP. The Seller has provided or otherwise granted access to the Purchaser complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.

Registered IP. Part 2.7(b2.11(b) of the Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each Seller Product identified in Part 2.7(b2.11(a) of the Disclosure Schedule that embodies, utilizes, or is based upon or derived from (or, with respect to Seller Products currently under development, that is expected to embody, utilize, or be based upon or derived from) such item of Registered IP. The Seller has provided to the Purchaser complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.

Registered IP. Part 2.7(b2.9(b) of the Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member Company or the Subsidiary has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each Seller Acquired Company Product identified in Part 2.7(b2.9(a) of the Disclosure Schedule that embodies, utilizes, or is based upon or derived from (or, with respect to Seller Acquired Company Products currently under development, that is expected to embody, utilize, or be based upon or derived from) such item of Registered IP. The Seller Company has provided to the Purchaser Parent complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.

Registered IP. Part 2.7(b) of the Disclosure Schedule accurately identifies: (a) each item of Registered IP in which the Seller and Managing Member has or purports to have an ownership interest of any nature (whether exclusively, jointly with another Person, or otherwise); (b) the jurisdiction in which such item of Registered IP has been registered or filed and the applicable registration or serial number; (c) any other Person that has an ownership interest in such item of Registered IP and the nature of such ownership interest; and (d) each Seller Product identified in Part 2.7(b) of the Disclosure Schedule that embodies, utilizes, or is based upon or derived from (or, with respect to Seller Products currently under development, that is expected to embody, utilize, or be based upon or derived from) such item of Registered IP. The Seller has provided to the Purchaser complete and accurate copies of all applications, correspondence with any Governmental Body, and other material documents related to each such item of Registered IP.