Assigned Properties definition

Assigned Properties means all the rights and obligations of the Transferor as a

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Assigned Properties means the rights of the Transferor as a lessor under the Sale

Assigned Properties means (A) operating assets of Seller’s Media 100 business as related to in PATENT PURCHASE AGREEMENT, currently held by Seller (B) assets and rights acquired and otherwise received by Seller or granted to Seller under Asset Purchase Agreement and which are currently held by Seller (C) assets currently held by Seller and rights developed or created by Seller in connection with operating its Media 100 business and all Intellectual Property Rights relating to any of the foregoing. Notwithstanding the above, Assigned Properties shall not include any or all (i) Rights, Patents and patent applications assigned under the Patent Purchase Agreement as defined in the Patent Purchase Agreement; (ii) Inventory Properties, not detailed in Exhibit K; and (iii) that hardware and Equipment not detailed in Exhibit M (iv) un-assignable Withstanding Agreements.

Examples of Assigned Properties in a sentence

Tenant operates an assisted living facility (the "Facility") located on -------- the Property, which Facility is managed by Manager; and WHEREAS, Tenant desires HCRT Assignee to terminate the Lease and HCRT Assignee desires for Assignor to sell, assign and convey unto HCRT Assignee or Emeritus Assignee, as the case may be, the Assigned Properties (as defined below).
Notwithstanding the warranty as to ----------------------------- merchantable title, Assignor sells and conveys the Assigned Properties hereunder - to Assignee in its present condition, AS IS, WHERE IS, AND WITHOUT ANY REPRESENTATION OR WARRANTY WHATSOEVER.
Assignor does hereby GRANT, ---------------------------------- BARGAIN, SELL, CONVEY, ASSIGN, TRANSFER, SET OVER and DELIVER to and VEST in Emeritus Assignee, its successors and assigns, the Emeritus Assigned Properties.
Assignor indemnifies Assignee from any claims applicable to the Assigned Properties with respect to the period prior to the date hereof.
Assignor agrees to perform all the terms, covenant and conditions to be observed or performed by Assignor under the Assigned Properties to the extent accruing or arising prior to the date of this Assignment.
Assignor does hereby grant, quitclaim, release and convey to Assignee and its successors and assigns, and Assignee does hereby assume and accept, all of Assignor’s right, title and interest, if any, in and to the Assigned Properties.
Assignee indemnifies Assignor from any claims applicable to the Assigned Properties with respect to the period from and after the date hereof.
Assignee, by its acceptance hereof, hereby assumes all obligations of Assignor arising with respect to the Assigned Properties from and after the date hereof, but not otherwise.
Assignor desires to assign, transfer, and convey to Assignee certain tangible personal property, together with certain contract rights, guaranties, licenses, and other specified items of intangible property (but specifically excluding cash), affixed or attached to the Property, except those owned by tenants of the Property (such tangible and intangible properties herein below specified being collectively called the "Assigned Properties").
This Agreement and the rights, duties, and obligations under the Original License assigned and transferred hereunder shall serve as the agreement between Assignee and Licensee with respect to the Assigned Properties.

More Definitions of Assigned Properties

Assigned Properties means the Assigned Accounts, the Assigned Contracts, and the Assigned Receivables.

Assigned Properties include without limitation, all of the following which is available to Seller: (i) the Technology, (ii) copies of computer software embodying the Technology, (iii) technical data, drawings, prototypes, engineering files, flow charts, design specifications, inventions (whether or not patentable), discoveries, improvements, trade secrets, know-how, works of authorship, ideas and confidential or proprietary information relating to the Technology; (iv) documentation, manuals, tools, software and other materials owned by Seller and used to develop, enhance, modify, support and maintain the Technology including hardware that is presently utilized in supporting Media 100 products (including the board repair lab); (v) all business information, data, files, training information, supplier information and customer lists and databases relating to the Technology and Seller’s Media 100 business; (vi) all of the goodwill associated with Technology and Seller’s Media 100 business; (vii) all regulatory approvals and licenses associated with Technology and Seller’s Media 100 business; (viii) collateral materials including instruction manuals, packaging, labels, promotional and advertising materials relating to the technology; (ix) all other assets, information, tangible and intangible property, and legal rights relating to Seller’s Media 100 business; For avoidance of doubt it is made clear that where intellectual property relating to the Assigned Properties and Inventory Properties is placed on general purpose computer hardware which is not the Technology and Inventory Properties, such as servers and other computers of the Seller or on his behalf, only the intellectual property itself, including tangible copies and other manifestations thereof, will be provided and not the general purpose computer hardware.

Assigned Properties means those certain Assets conveyed, if any, from Purchaser to Seller pursuant toSection 4.2(c) or Section 4.4.

Assigned Properties means, collectively, (i) the Technology (including, without limitation, computer programming code for both the server side and client side in source code and object code forms), (ii) all copies of computer software embodying the Technology, all technical data, drawings, prototypes, engineering files, flow charts, design specifications, inventions (whether or not patentable), discoveries, improvements, trade secrets, know-how, works of authorship, ideas and confidential or proprietary information created by or for Seller relating to the Technology and (iii) all documentation (including all application programmer interface documentation in printed and electronic format), manuals, tools and other materials owned by Seller and used to develop, enhance, modify, support and maintain the Technology.