Business Licensed Intellectual Property definition

Business Licensed Intellectual Property means the Business Intellectual Property that is owned by any other Person and licensed or purported to be licensed to the Seller or to which the Seller has or purports to have any other right or immunity (including any sublicense, option, right of first refusal, or other preferential right or covenant not to be sued).
Business Licensed Intellectual Property means all Intellectual Property that is licensed by any third party to any of the Sellers that is included among the Acquired Assets.
Business Licensed Intellectual Property means the Intellectual Property licensed to the Company or the Asset Seller by a third-party, but excluding any software that is generally commercially available.

Examples of Business Licensed Intellectual Property in a sentence

  • Schedule 4.15(c) sets forth a complete and correct list of all Business Licensed Intellectual Property, and identifies the licensor of such Business Licensed Intellectual Property.

  • Schedule 4.15(d) sets forth all agreements under which the Company or the Asset Seller receives any license to any Business Licensed Intellectual Property (the “Inbound Licenses”).

  • Licensee desires to obtain a non-exclusive license to use such Business Licensed Intellectual Property within the Field in accordance with the terms and conditions set forth in this Agreement.

  • Except as set forth in Section 3.8(a) of the Nestle Disclosure Schedule, no material Business Intellectual Property Right or, to Nestle's knowledge, material Business Licensed Intellectual Property Rights, is subject to any outstanding judgment, injunction, order, decree or agreement restricting the use thereof by the NICC Entities or restricting the licensing of any Business Intellectual Property Rights by Nestle or the NICC Entities to any Person.

  • The Sellers and Altair U.S. (i) exclusively own and possess all right, title, and interest in and to all Business Owned Intellectual Property and Business Owned Technology, free and clear of all Liens, except for Permitted Liens, and (ii) have the right to use, pursuant to a valid and enforceable agreement, all Business Licensed Intellectual Property and Business Licensed Technology.

  • Licensor shall have the sole right, but not the obligation, to bring suit against any Person for infringement or misappropriation of the Business Licensed Intellectual Property and for controlling such suit.

  • If Licensor voluntarily or involuntarily becomes subject to the protection of the Bankruptcy Code, and Licensor or the trustee in bankruptcy rejects this Agreement under Section 365 of the Bankruptcy Code, Licensee shall have the right to: (a) treat this Agreement as terminated; or (b) retain Licensee’s rights under this Agreement, specifically including, without limitation, the right to exercise its rights granted therein to the Business Licensed Intellectual Property.

  • In the event that Licensee determines that a third party is making, using, or selling a product that may infringe or misappropriate the Business Licensed Intellectual Property or is otherwise infringing or misappropriating Licensor’s rights in the Business Licensed Intellectual Property, it will promptly notify the Licensor in writing.

  • Licensor agrees that the rights to the Business Licensed Intellectual Property licensed by Licensor to Licensee as set forth herein constitute “intellectual property” as defined in Section 101(35A) of the Bankruptcy Code and that this Agreement shall be governed by Section 365(n) of the Bankruptcy Code.

  • Licensee acknowledges and agrees that it shall not export or re-export, directly or indirectly (including via remote access), the Business Licensed Intellectual Property or the Prolieve Products, as the case may be, or other information or materials it receives pursuant to this Agreement to any country for which the United States or any other relevant jurisdiction requires any export license or other governmental approval at the time of export without first obtaining such license or approval.


More Definitions of Business Licensed Intellectual Property

Business Licensed Intellectual Property means the Intellectual Property of Parent and its Affiliates identified on Section 3.08(a)(i) of the Seller Disclosure Schedule.
Business Licensed Intellectual Property means proprietary, intangible know-how, such as information, inventions, formulas, materials, processes, developments, technology, research and trade secrets, owned by Sellers as of the Closing Date which is predominantly related to the design or manufacture of the Prolieve Products.
Business Licensed Intellectual Property means all Intellectual Property that is licensed by any third party to Transferor and used in the
Business Licensed Intellectual Property means Intellectual Property owned by any Person other than Seller or its Affiliate that (i) is licensed to Seller or its Affiliate, (ii) for which Seller or its Affiliate has received from such Person a covenant not to xxx or assert or other immunity from suit, or (iii) such Person has undertaken an obligation to Seller or its Affiliate to assert any Intellectual Property against one or more Persons prior to asserting such Intellectual Property against Seller or its Affiliate or an obligation to exhaust remedies as to particular Intellectual Property against one or more Persons prior to seeking remedies against Seller or its Affiliate, in each case of (i) – (iii) above used in the conduct of the Business.
Business Licensed Intellectual Property means Intellectual Property owned by any Person other than Seller or its Affiliate that (i) is licensed to Seller or its Affiliate, (ii) for which Seller or its Affiliate has received from such Person a covenant not to sue or assert or other immunity from suit, or (iii) such Person has undertaken an obligation to Seller or its Affiliate to assert any Intellectual Property against one or more Persons prior to asserting such Intellectual Property against Seller or its Affiliate or an obligation to exhaust remedies as to particular Intellectual Property against one or more Persons prior to seeking remedies against Seller or its Affiliate, in each case of (i) –(iii) above used in the conduct of the Business.

Related to Business Licensed Intellectual Property

  • Licensed Intellectual Property means all Intellectual Property in which the Company holds any rights or interests granted by other Persons, including Seller or any of its Affiliates.

  • Company Licensed Intellectual Property means Intellectual Property Rights owned by any Person (other than a Group Company) that is licensed to any Group Company.

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

  • Licensed Intellectual Property Rights means any Intellectual Property Rights owned by a third party that a Person has a right to use, exploit or practice by virtue of a license grant, immunity from Legal Action or otherwise.

  • Excluded Intellectual Property shall have the meaning set forth in Section 1.2(i).

  • Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).

  • Intellectual Property License means any license, permit, authorization, approval, contract or consent granted, issued by or with any Person relating to the use of Intellectual Property.

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

  • 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 Agreement means the intellectual property license agreement substantially in the form attached as Exhibit B to the Contribution and Distribution Agreement.

  • 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.

  • New Intellectual Property means any Intellectual Property that arises out of, or is created in the course of, the performance of the Contract.

  • Transferred Intellectual Property Rights means (a) the Transferred Patents, (b) the Transferred Copyrights, (c) the Transferred Internet Properties, (d) the Transferred Industrial Designs, (e) The Transferred Database Rights,(f) the Transferred Mask Work Rights, (g) the Transferred Trade Secrets, and (h) the Transferred Trademarks.

  • Seller Intellectual Property means (a) all Intellectual Property Rights owned or licensed to Seller or its Affiliates prior to the Effective Date; (b) all Intellectual Property Rights in the Seller Parts, the Specifications, and the Base Vehicle; and (c) all other Intellectual Property Rights designed, developed, or otherwise created by Seller or its Affiliates after the Effective Date without reference to Buyer Intellectual Property excluding, in each case, any of the foregoing which are Buyer Intellectual Property.

  • Foreground Intellectual Property means all Intellectual Property developed by either Party pursuant to this Agreement;

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

  • Company Intellectual Property means all Intellectual Property that is owned or held for use by the Company.

  • Background Intellectual Property means all Intellectual Property introduced and required by either Party to give effect to their obligations under this Agreement owned in whole or in part by or licensed to either Party or their affiliates prior to the Commencement Date or developed after the Commencement Date otherwise pursuant to this Agreement;

  • Project Intellectual Property means any Intellectual Property created under, or otherwise in connection with the Project.

  • Intellectual Property (IP) means all copyright, rights in relation to inventions (including patent rights and unpatented technologies), plant varieties, registered and unregistered trademarks (including service marks), registered designs, confidential information (including trade secrets and know-how), mask-works and integrated circuit layouts, and all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields;

  • Scheduled Intellectual Property has the meaning set forth in Section 4.15(a).

  • Company Intellectual Property Rights means the Intellectual Property owned or used by the Company or any Company Subsidiary.

  • Assigned Intellectual Property has the meaning set forth in Section 2.1 (Assigned Intellectual Property).

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

  • Owned Intellectual Property Rights means all Intellectual Property Rights owned or purported to be owned by the Company or any of its Subsidiaries.

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