Examples of Business Owned IP in a sentence
None of the Business Owned IP is made available for use by any Person other than the Seller Parties, except pursuant to a license granted by Seller in the ordinary course of business consistent with past practice (and not related to any infringement or other violation by the licensee or potential licensee).
Except as would not be material and adverse to the Business, all Business Owned IP shall be owned or available for use by the Buyer or Buyer Party immediately after the Closing on terms and conditions substantially 50213729.30 the same as those under which Seller and its Affiliates owned or used such Intellectual Property immediately prior to the Closing.
Neither Seller has: (i) transferred or assigned ownership of any Business Intellectual Property that was, at the time of transfer or assignment, material to any Seller; (ii) granted any exclusive license of or exclusive right to any Business Owned IP; or (iii) authorized or agreed to joint ownership of any Business Owned IP.
None of the UAM Business Owned IP is subject to any obligation of any industry standards body, patent pool, or similar standard setting organization that would require or obligate the granting or offering of any material license or right therein or thereunder.
None of the material UAM Business Owned IP is subject to any pending or outstanding Governmental Order that materially adversely restricts the use, transfer or registration of, or materially adversely affects the validity or enforceability of, any such UAM Business Owned IP.
Neither Seller is, or has been, a party to any Claims, and, to the Knowledge of Sellers, no Claims are threatened, that challenge the validity, enforceability, ownership, or right to use, sell or license any of the Business Owned IP.
To the Knowledge of Embraer, no such Person is in violation of any such agreement and there are no pending or, to the Knowledge of Embraer, threatened, claims from current or former directors, employees or contractors of Embraer or any of its Subsidiaries in any jurisdiction for compensation or remuneration for inventions invented, copyright works created or any similar claim with respect to UAM Business Owned IP.
None of the Business Owned IP and no Seller is subject to any Claim or Order, settlement agreement or stipulation which may (i) restrict in any manner the use, transfer or license by any Seller of any Business Owned IP or (ii) affect the validity, use or enforceability of any Business Owned IP.
To the Knowledge of Sellers, no other Person has infringed, diluted, violated, or misappropriated or is infringing upon or misappropriating, diluting, or violating any of the Business Owned IP.
No current or former founder, employee, consultant, officer or director of any Seller (i) owns any Business Owned IP or (ii) has made any claims with respect to, or has any right, license, claim or interest whatsoever in, any Business Owned IP.