Company IP Agreement means a license, sublicense, consent to use agreement, settlement, coexistence agreement, covenant not to xxx, waiver, release, permission, or other Contract, whether written or oral, relating to Intellectual Property and to which the Company or any of its Subsidiaries is a party, beneficiary, or otherwise bound.
Company IP Agreement means any agreement pursuant to which any Licensed Intellectual Property has been granted to the Seller or any of its Subsidiaries by any third party.
Company IP Agreement means all licenses, sublicenses, consent to use agreements, covenants not to sue and permissions and other Contracts, including the right to receive royalties or any other consideration, whether written or oral, relating to Intellectual Property and to which the Company or any of its Subsidiaries is a party or under which the Company or any of its Subsidiaries is a licensor or licensee.
Examples of Company IP Agreement in a sentence
Each Company IP Agreement is valid and binding on the Company in accordance with its terms and is in full force and effect.
Neither the Company nor any other party thereto is, or is alleged to be, in breach of or default under, or has provided or received any notice of breach of, default under, or intention to terminate (including by non-renewal), any Company IP Agreement.
Neither the Company nor any other party thereto is in breach of or default under (or is alleged to be in breach of or default under), or has provided or received any notice of breach or default of or any intention to terminate, any Company IP Agreement.
Each Current Company IP Agreement is in full force and effect and, to the Knowledge of Borrower, is legal, valid, binding, and enforceable in accordance with its respective terms, except as may be limited by bankruptcy, insolvency, reorganization, moratorium or similar laws relating to or limiting creditors’ rights generally or by equitable principles relating to enforceability.
The Company has made available to Parent complete and correct copies of each such Company IP Agreement.
More Definitions of Company IP Agreement
Company IP Agreement means a Contract to which the Company or one of its Subsidiaries is a party relating to the license of, agreement not to assert or use, or grant or receipt of a similar right with respect to, Intellectual Property that is material to the businesses of the Company or any of its Subsidiaries, other than Incidental Licenses.
Company IP Agreement means any Contract (i) listed in Section 4.18(e) of the Company Disclosure Letter or under which the Company or any of its Subsidiaries uses or has the rights to use any Licensed Company IP, other than licenses and related services agreements for commercially available software that are not material to the Company or any Subsidiary, taken as a whole, or (ii) under which the Company or any of its Subsidiaries has licensed to others the right to use or agreed to transfer to others any of the Company Intellectual Property Rights, other than customer internal use licenses and other agreements entered into in the ordinary course of business, in each case specifying the parties to the agreement.
Company IP Agreement means any contract or agreement concerning Intellectual Property to which the Company or any of its Affiliates is a party, including without limitation (i) any contract or agreement under which the Company or any of its Affiliates is granted a license to use any Intellectual Property of a third party (other than licenses for generally commercially available, off-the-shelf, non-customized software), (ii) any contract or agreement under which the Company or any of its Affiliates grants a license to a third party to use any Intellectual Property, (iii) any contract or agreement between the Company or any of its Affiliates and a third party relating to the development or use of Intellectual Property or the development and/or transmission of data, and (iv) consents, settlements, decrees, orders, injunctions, judgments or rulings governing the use, validity or enforceability of any Company Intellectual Property.
Company IP Agreement means each material contract or agreement, pursuant to which Parent or any of its Subsidiaries has the legal right to exploit Current Company IP or other Intellectual Property that is owned by another Person and material to the business of Parent and its Subsidiaries, to research, develop, manufacture, produce, use, supply, commercialize, market, import, store, transport, offer for sale, distribute or sell Product, including (a) the License Agreement, dated as of November 8, 2019, by and between Parent and Agenus Inc., and (b) the Collaboration Agreement, effective as of October 14, 2020, by and between Parent and The University of Texas X.X. Xxxxxxxx Cancer Center.
Company IP Agreement means each material contract or agreement, pursuant to which Borrower or any of its Subsidiaries has the legal right to exploit Current Company IP or other Intellectual Property that is owned by another Person and material to the business of Borrower and its Subsidiaries, to research, develop, manufacture, produce, use, supply, commercialize, market, import, store, transport, offer for sale, distribute or sell Product in the Territory.
Company IP Agreement means any Contract concerning rights in Intellectual Property to which an Acquired Company is a party or by which the Intellectual Property of an Acquired Company is bound, including any (i) license, sale, assignment or conveyance of Intellectual Property by an Acquired Company or to an Acquired Company by any Person, including any authorizations, permissions to access or exploit any Intellectual Property, options, or covenants not to xxx or similar non-assertion covenants, and (ii) Contract between an Acquired Company and any Person relating to the transfer, development, maintenance or use of Intellectual Property, or the development or transmission of any data related thereto.
Company IP Agreement means each contract or agreement, pursuant to which Borrower or any of its Subsidiaries has the legal right to exploit Current Company IP or other Intellectual Property that is owned by another Person and is material to the business of any Credit Party and its Subsidiaries, or to research, develop, manufacture, produce, use, supply, commercialize, market, import, store, transport, offer for sale or lease, distribute or sell or lease Product, including (a) the Development and License Agreement, dated March 26, 2021, between Borrower and LianBio Ophthalmology, and (b) the Amended and Restated License Agreement, dated June 3, 2022, between Borrower and Elanco Tiergesundheit AG. “Compliance Certificate” means that certain certificate in the form attached hereto as Exhibit E. “Competing Product” means a product approved or marketed for use in the treatment of treatment of Demodex blepharitis. “Competitor” means, at any time of determination, any Person that is an operating company directly and primarily engaged in the same or substantially the same line of business as Borrower and its Subsidiaries as of such time. “Conforming Changes” means, with respect to either the use or administration of Term SOFR or the use, administration, adoption or implementation of any Benchmark Replacement, any technical, administrative or operational changes (including changes to the definition of “Business Day,” the definition of “U.S. Government Securities Business Day,” the definition of “Interest Period” or any similar or analogous definition (or the addition of a concept of “interest period”), timing and frequency of determining rates and making payments of interest, timing of borrowing requests or prepayment, conversion or continuation notices, the applicability and length of lookback periods and other technical, administrative or operational matters) that the Collateral Agent decides (after consultation with Borrower) may be appropriate to reflect the adoption and implementation of any such rate or to permit the use and administration thereof by the Collateral Agent in a manner substantially consistent with market practice (or, if the Collateral Agent decides that adoption of any portion of such market practice is not administratively feasible or if the Collateral Agent determines that no market practice for the administration of any such rate exists, in such other manner of administration as the Collateral Agent decides is reasonably necessary in connection with the adminis...