Division Intellectual Property definition

Division Intellectual Property means any and all Intellectual Property used in, held for use or relating to the Business as of the date of the Agreement in which the Seller has an ownership interest, except for the Intellectual Property included in the Excluded Assets.
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Division Intellectual Property means (i) the Intellectual Property of Seller relating solely to the Divisions and the Assets, and no other Intellectual Property of Seller, for which a registration or application has been filed with a Governmental Body, including patents, trademarks, service marks and copyrights, issued by or registered with, or for which any application for issuance or registration thereof has been filed with, any Governmental Body, solely to the extent specifically identified on Section 1.1(c) of the Disclosure Schedule and (ii) those trademarks, service marks and other trade designations utilized solely by the Divisions and relating solely to the Assets.
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Division Intellectual Property shall have the meaning set forth in Section 4.9(a).
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Examples of Division Intellectual Property in a sentence

  • Except for the licenses and rights granted in Contracts identified in Part 3(o)(ii)(D) or 3(o)(ii)(E) of the Disclosure Schedule, to the Sellers Knowledge, the Seller is not bound by, and no Division Intellectual Property is subject to, any Contract containing any covenant or other provision that in any way limits or restricts the ability of the Buyer to use, exploit, assert, or enforce any Division Intellectual Property anywhere in the world.

  • The Seller does not have any duty or obligation (whether present, contingent or otherwise) to deliver, license or make available the source code for any Software Product or other Software included in the Division Intellectual Property to any escrow agent or other Person who is not, as of the date of this Agreement, an employee or consultant of the Seller.

  • None of the Division Intellectual Property Rights are subject to any outstanding consent, settlement, order, decree, injunction, judgment or ruling restricting the use thereof.

  • No event has occurred, and no circumstance or condition exists, that (with or without notice or lapse of time) will, or could reasonably be expected to, result in the delivery, license or disclosure pursuant to an arrangement or obligation described above of any source code for any Software included in the Division Intellectual Property to any other Person who is not, as of the date of this Agreement, an employee or consultant of the Seller.

  • All Patents and Trademarks and Copyrights included in the Division Intellectual Property are valid and subsisting, and all maintenance fees relating thereto have been paid in a timely fashion.

  • If to HITACHI: IP Business Division Intellectual Property Group Hitachi, Ltd.

  • To the extent any Division Intellectual Property is not assigned by Seller to Purchaser at or prior to Closing, from time to time, at the reasonable request of Purchaser, and at Purchaser’s sole cost and expense, Seller shall use commercially reasonable efforts to assign such Division Intellectual Property to Purchaser.

  • All employees and consultants who contributed to the Enterprise Division Intellectual Property have been identified on Schedule 3.6(g).

  • To provide an intuition of the magnitudes, the median predicted improvement in subordinate salesperson performance is 2.6 percent for the promoted sample and -1.8 percent for the nonpromoted sample, consistent with firms doing slightly better than promoting at random.

  • All employees who contributed to the Enterprise Division Intellectual Property did so within the scope of their employment with Seller.


More Definitions of Division Intellectual Property

Division Intellectual Property has the meaning set forth in Section 3.10(a).
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Division Intellectual Property means all Intellectual Property owned by the Seller and used or held for use by the Division or owned by the Seller and used or held for use in the Business, except, in each case, for the Retained Marks.
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Division Intellectual Property means all Intellectual Property used or held for use in connection with the Division, excluding readily available "off the shelf," "shrink wrapped" software.
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Division Intellectual Property as defined in Section 1.1(h). $ or dollars: lawful money of the United States.
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Division Intellectual Property. Means all Intellectual Property owned or used by Seller or any of its Affiliates which are exclusively used in, used exclusively for the benefit of or exclusively related to the Business, including, without limitation, all Software, in each case together with all income, royalties, damages and payments due or payable at the Closing or thereafter (including, without limitation, damages and payments for past or future infringements or misappropriations thereof), the right to xxx and recover for past infringements or misappropriations thereof and any and all corresponding rights that now or hereafter may be secured throughout the world, and including without limitation the Intellectual Property set forth on Schedule 2.15(a).
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Division Intellectual Property shall have the meaning set forth in Section 2.1(e).
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Related to Division Intellectual Property

  • Other Intellectual Property means all trade secrets, ideas, concepts, methods, techniques, processes, proprietary information, technology, know-how, formulae, rights of publicity and privacy and other general intangibles of like nature, now or hereafter acquired, owned, developed or used by any Grantor.

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

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

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

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

  • 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.

  • Foreign Intellectual Property any right, title or interest in or to any copyrights, copyright licenses, patents, patent applications, patent licenses, trade secrets, trade secret licenses, trademarks, service marks, trademark and service xxxx applications, trade names, trade dress, trademark licenses, technology, know-how and processes or any other intellectual property governed by or arising or existing under, pursuant to or by virtue of the laws of any jurisdiction other than the United States of America or any state thereof.

  • Intellectual Property Assets means all Intellectual Property that is owned by Seller and used in or necessary for the conduct of the Business as currently conducted.

  • 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;

  • 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;

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

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

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

  • 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”).

  • Parent Intellectual Property means the Intellectual Property used in the operation of the business of each of Parent and its Subsidiaries as presently conducted.

  • 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.

  • Intellectual Property Asset means, at the time of determination, any interest (fee, license or otherwise) then owned by any Credit Party in any Intellectual Property.

  • 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.

  • Intellectual Property Right means any patent, trade mark, service mark, copyright, moral right, right in a design, know-how and any other intellectual or industrial property rights, anywhere in the world whether or not registered.

  • Joint Intellectual Property Rights means any work under the Subcontract, which:

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

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

  • 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.

  • Business Intellectual Property Rights means (a) the Intellectual Property Rights owned or licensed by the Group Companies and (b) any other Intellectual Property Rights owned or licensed by Seller or any of its other Subsidiaries and used solely in the conduct of the Business.

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

  • Software Intellectual Property means: