Title to Technology. UABRF is the sole owner of the technology, inventions and patent rights in the Technology and subject to the License Agreement and has not granted a license to such technology, inventions and patent rights to any person or entity other than Oculus. The License Agreement has been mutually terminated by UABRF and Oculus and neither Oculus nor any other party has any rights thereunder. UABRF has the right to grant an exclusive license to the technology, inventions, patent rights and other rights under the New License Agreement to Fluidigm, free and clear of any Encumbrances of any nature whatsoever, subject to those liens, encumbrances or restrictions which may arise as a result of the settlement of the litigation between Oculus and Syrrx, Inc. (“Syrrx”) described in Schedule 4.6 (the “Lawsuit”), provided that Syrrx shall have no rights that may be exercised after the Closing to practice the technology, inventions, patent rights and other rights subject to the New License Agreement, and the potential infringement by Diversified Scientific, Inc. of the Licensed IP Rights (as such term is defined in the New License Agreement) described in Section 2.2.3 of the New License Agreement. Exhibit D lists all of the patent filings subject to the License Agreement. UABRF is not aware of any third-party challenges to the ownership, validity or entitlement to priority date of any of the patent filings subject to the License Agreement or the New License Agreement, except for the Lawsuit between Oculus and Syrrx and the settlement agreement related to said Lawsuit provided to Fluidigm pursuant to Section 7.2 of this Agreement.
Title to Technology. All Intellectual Property Rights pertaining to the Earlytrade Platform, the Software, Operational Statistics, the Service and the Supplier Services, in whole or in part, is the exclusive property of Earlytrade and its third party licensors. The Supplier must not on its' own behalf or on behalf of any third party violate Earlytrade's Intellectual Property Rights.
Title to Technology. Seller has good title to all the Technology free and clear of all liens, claims, security interests and encumbrances (except liens for taxes not yet due and payable).
Title to Technology. Title to the Product is reserved to Lundqvist. Lundqvist is, and shall remain, the sole and exclusive owner of the Product, to the exclusion of all others. AUT shall take no acts inconsistent with the foregoing.
Title to Technology. All interest, title and right (including, without limitation, patent rights, copyrights, trade secrets, trade names, service marks, trademarks, moral rights, know‐how (collectively “Intellectual Property Rights”)) pertaining to Perfect or the Services, in whole or in part, shall be, vest with, and remain the exclusive property of Perfect and its third party licensors.
Title to Technology. A.A.J. owns and has the full and exclusive right to use the Technology and the know-how and processes used in or necessary in connection with the Technology. A.A.J. has the sole and exclusive right to use and to assign and transfer the Technology and the know-how and processes referred to in the Disclosure Schedule, and the consummation of the transactions contemplated hereby will not alter or impair any such rights: on claims have been asserted by any person to the use of the Technology and the know-how or processes or thereto, and A.A.J. does not know of any valid basis for any such claim; and the use of the Technology and the know-how or processes do not infringe on the rights of any person.
Title to Technology. All Intellectual Property Rights pertaining to NIC OK, the Software and the Services, in whole or in part, shall, vest with, and remain the exclusive property of NIC OK and its third party licensors. If all or part of any Software or Services provided by NIC OK becomes the subject of an actual or threatened lawsuit or if NIC OK believes such Software or Services may violate a third party’s Intellectual Property Rights or applicable law, NIC OK will immediately be entitled to remove such content without incurring any liability to Client except as stated in Article 2.5, IP Indemnification, of this Agreement.
Title to Technology. All Intellectual Property Rights pertaining to NICS, the Software and the Services, in whole or in part, shall be, vest with and remain the exclusive property of NICS and its third party licensors. If all or part of any Software or Services provided by NICS becomes the subject of an actual or threatened lawsuit or if NICS believes such Software or Services may violate a third party’s Intellectual Property Rights or applicable law, NICS will immediately be entitled to remove such content without incurring any liability to Subscriber.
Title to Technology. All Intellectual Property Rights pertaining to Proactis, the Software, Services, and the SaaS Products, in whole or in part, shall be, vest with and remain the exclusive property of Proactis and its third Party licensors. Furthermore, Customer will not contest Proactis’ or such third Party licensor’s rights or title in or to the same. Proactis may take technical measures to protect the Software, Services, SaaS Products and other Intellectual Property. If Proactis has secured the Software, Services or SaaS Products which are under its control by means of technical protection, the Customer is not permitted to remove or to evade this protection. This protection shall not inhibit the Customer in its use of the SaaS Product. Additionally, Customer shall not alter or remove any copyright, trade secret, patent, trademark, proprietary and/or other legal notices contained on or in copies of the SaaS Product. If Customer is permitted by Proactis to make any copies of the SaaS Product, then Customer shall reproduce all relevant notices on or in all copies.
