Acquired Company Intellectual Property definition

Acquired Company Intellectual Property means all Acquired Company Owned Intellectual Property and all other material Intellectual Property used in or necessary for the conduct of the business of the Acquired Companies and the Global Marine Business as currently conducted (taken as a whole).
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Acquired Company Intellectual Property means Intellectual Property owned by the Companies.
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Acquired Company Intellectual Property has the meaning in Section 3.11.
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Examples of Acquired Company Intellectual Property in a sentence

  • The Companies have taken all reasonable and necessary steps to maintain and enforce the Acquired Company Intellectual Property and to preserve the confidentiality of all Trade Secrets included in the Acquired Company Intellectual Property.

  • All of the Acquired Company Intellectual Property is valid and enforceable, and all Acquired Company IP Registrations are subsisting and in full force and effect.

  • The Acquired Companies own or have the valid and enforceable right to use all Acquired Company Intellectual Property, free and clear of all Encumbrances other than Permitted Encumbrances and those set forth in Section 3.11(a) of the Disclosure Schedules.

  • The Acquired Company Intellectual Property shall be available for use by Parent and the Acquired Companies immediately after the Closing Date on identical terms and conditions to those under which the Business and the Acquired Companies owned or used the Acquired Company Intellectual Property immediately prior to the Closing Date.

  • For each item of Acquired Company Intellectual Property, the Sellers have provided to the Buyer complete copies of all Intellectual Property Licenses, including all written modifications and amendments.

  • The Assets (including Real Property, Equipment and the Acquired Company Intellectual Property (other than the Programming)) comprise assets that suffice to carry out the business of the Acquired Companies in the manner and to the extent to which it is currently conducted.

  • To the Knowledge of the Sellers or the Acquired Companies, the Acquired Company Intellectual Property owned by the Acquired Companies is not being infringed upon, misappropriated or breached by any other Person.

  • No member of the Seller Group has received notice that any Purchased Intellectual Property or Acquired Company Intellectual Property is subject to any proceeding or outstanding decree, order, judgment or settlement agreement that restricts in any manner the use, transfer or licensing thereof by the Sellers, the Asset Selling Affiliates or the Acquired Companies or may affect the validity, use, or enforceability of such Intellectual Property.

  • Sellers shall at Purchaser’s request and Sellers’ cost at any time up to 12 months after the Closing Date give to Purchaser all reasonable assistance in obtaining any required consents of the licensors or other contracting parties to the change of control of any of the Acquired Companies under any licenses of Software included in the Acquired Company Intellectual Property.

  • All Acquired Company Intellectual Property is and will remain in full force and effect for at least two (2) years from the date of the Closing, and all Acquired Company Intellectual Property used pursuant to a license from a third party (other than commercially available software licenses having annual fee obligations of less than U.S.$10,000) is identified on SCHEDULE 3.16.


More Definitions of Acquired Company Intellectual Property

Acquired Company Intellectual Property means the Intellectual Property to the extent owned by any Acquired Company.
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Acquired Company Intellectual Property means the Intellectual Property set forth on Schedule 15.1(a).
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Acquired Company Intellectual Property means all Intellectual Property that is either owned by or licensed to any of the Acquired Companies (and, in the case of all patents included in such Intellectual Property, any counterparts thereof or any continuations, reissuances or re-examinations thereof), in each case other than Retained Intellectual Property. “Acquired Company Occurrence Basis Policies” means Acquired Company Policies that (a) are in effect as of the Effective Time, (b) are with third-party insurers, (c) are “occurrence basis” policies and (d) include Seller or any of its Affiliates (other than the Acquired Companies), in addition to the Acquired Companies, within the definition of the named insured or otherwise provide coverage with respect to the assets or liabilities of Seller or any of its Affiliates (other than the Acquired Companies), in addition to the Acquired Companies. “Acquired Company Policies” means any insurance policies of any of the Acquired Companies that were in effect immediately prior to the time of Seller’s acquisition of REC.
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Acquired Company Intellectual Property means any Owned Intellectual Property and Licensed Intellectual Property. “Acquired Company Leases” has the meaning set forth in Section 3.9(b).
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Related to Acquired Company Intellectual Property

  • Owned Company Intellectual Property means that portion of the Company Intellectual Property and Company Intellectual Property Rights that is owned by the Company Entities.

  • Company Intellectual Property means any Intellectual Property that is owned or purported to be owned by the Company or any of its Subsidiaries.

  • Company Intellectual Property Assets means all Intellectual Property Assets owned by the Company or used or held for use by the Company in the Business and all Products.

  • Company Intellectual Property Rights means Intellectual Property Rights owned by or purported to be owned by, or exclusively licensed to, the Company or any of its Subsidiaries.

  • Registered Company Intellectual Property means all patents, patent applications, registered copyrights, applications to register copyrights, registered marks (including trademarks, service marks, and trade dress, to the extent registered), applications to register marks and registered domain names that are owned by the Company or any of its Subsidiaries.

  • Company Intellectual Property Agreements means any Contract to which the Company or any Subsidiary is a party or is otherwise bound and (A) pursuant to which the Company or any Subsidiary has granted any rights with respect to any Company Intellectual Property or has been granted any rights with respect to any Third-Party Intellectual Property, or (B) that otherwise governs any Company Intellectual Property.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Transferred Intellectual Property means (i) all Intellectual Property Rights owned by the Acquired Companies, (ii) the Transferred Trademarks, (iii) the Transferred Patents, (iv) the Transferred Domains, and (v) all other Intellectual Property Rights owned by Sellers or their respective Affiliates as of the Closing Date that are exclusively used in or are exclusively related to the development, manufacture, marketing, use or sale of the Business Products.

  • Company Licensed Intellectual Property means all Intellectual Property that is licensed to the Company or a Subsidiary by any third party.

  • Purchased Intellectual Property has the meaning set forth in Section 1.2(g).

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Intellectual Property the collective reference to all rights, priorities and privileges relating to intellectual property, whether arising under United States, multinational or foreign laws or otherwise, including copyrights, copyright licenses, patents, patent licenses, trademarks, trademark licenses, technology, know-how and processes, and all rights to xxx at law or in equity for any infringement or other impairment thereof, including the right to receive all proceeds and damages therefrom.

  • Licensed Intellectual Property means Intellectual Property licensed to the Company pursuant to the Company IP Agreements.

  • Parent Intellectual Property means any Intellectual Property that is owned by, or exclusively licensed to, Parent.

  • Product Intellectual Property means all of the following related to a Divestiture Product (other than Product Licensed Intellectual Property):

  • Third Party Intellectual Property means the Intellectual Property Rights of a third party which Supplier uses or incorporates into the Work.

  • Intellectual Property Licenses means (i) any grant by the Company to another Person of any right, permission, consent or non-assertion relating to or under any of the Purchased Intellectual Property and (ii) any grant by another Person to the Company of any right, permission, consent or non-assertion relating to or under any third Person’s Intellectual Property.

  • Intellectual Property License means any license, sublicense, right, covenant, non-assertion, permission, immunity, consent, release or waiver under or with respect to any Intellectual Property Rights or Technology.

  • Company IP Rights means (a) any and all Intellectual Property used in the conduct of the business of the Company or any of its Subsidiaries as currently conducted, and (b) any and all other Intellectual Property owned by the Company or any of its Subsidiaries.

  • New Intellectual Property means all data, discoveries, developments, inventions (whether patentable or not), improvements, methods of use or delivery, processes, know-how, or trade secrets which are generated, conceived, reduced to practice or otherwise made by or on behalf of Recipient as a result of the conduct of the Research Plan or as a result of the use of any Data Set provided to Recipient under this Agreement.

  • Project Intellectual Property means the legal rights relating to inventions (including Subject Inventions as defined in 37 CFR 401), patent applications, patents, copyrights, trademarks, mask works, trade secrets, and any other legally protectable information, including computer software, first made or generated during the performance of this STTR Agreement.

  • Business Intellectual Property means the Licensed Intellectual Property and the Owned Intellectual Property.

  • Joint Intellectual Property means, collectively, Joint Know-How and Joint Patents.

  • Third Party Intellectual Property Rights means any Intellectual Property owned by a third party.

  • Pre-Existing Intellectual Property Rights means any Intellectual Property Rights vested in or licensed to the Client or the Contractor prior to or independently of the performance by the Client of the Contractor of their obligations under this Contract.

  • Intellectual Property Assets includes: