Emerald Background Intellectual Property definition

Emerald Background Intellectual Property means the Intellectual Property detailed in Part 1 of Schedule D;
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Examples of Emerald Background Intellectual Property in a sentence

  • To the best of Emerald’s knowledge, the Emerald Background Intellectual Property is the only Intellectual Property owned by Emerald or Emerald Therapeutics (or to which Emerald or Emerald Therepeutics’ has a right to use) as of the Execution Date that is required to fulfill the Purpose.

  • To the best of Emerald’s knowledge, use of the Emerald Background Intellectual Property for the Purpose does not infringe, misappropriate, violate or otherwise conflict with or harm the intellectual property rights of any other Person and no related actions or proceedings have been instituted or are pending or threatened.

  • No other Person has infringed, misappropriated, violated or otherwise conflicted with or harmed any of the Emerald Background Intellectual Property.

  • Emerald holds all right, title and interest in and to all of the Emerald Background Intellectual Property and has the right to grant to the Company the licenses to the Emerald Background Intellectual Property as set forth in this Agreement.

  • The Emerald Background Intellectual Property does not comprise any royalty- bearing Intellectual Property licenses to Emerald or Emerald Therapeutics.

  • The Emerald Background Intellectual Property does not comprise any royalty-bearing Intellectual Property licenses to Emerald or Emerald Therapeutics.

  • To the extent any Emerald Background Intellectual Property is used, required for use or contemplated for use in the business of the Company as on the Execution Date (the “Assigned Intellectual Property”), such Assigned Intellectual Property is hereby assigned by Emerald Canada to the Company.

Related to Emerald Background Intellectual Property

  • 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;

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

  • Background Intellectual Property Rights means all Intellectual Property Rights owned, controlled, obtained, or licensed by a Party at any time prior to or after the term of this Agreement, or arising from development of Technology created independently of this Agreement.

  • 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.

  • 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.

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

  • 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.

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

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

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

  • 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.

  • Owned Intellectual Property Rights means all Intellectual Property Rights 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”).

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

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

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

  • 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;

  • 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.

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

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

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

  • 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.

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

  • Registered Company Intellectual Property means all patents, patent applications, registered copyrights, applications to register copyrights, registered marks (including trademarks, service marks, and trade dress, to the extent registered), applications to register marks and registered domain names that are owned by the Company or any of its Subsidiaries.

  • Company Intellectual Property Agreements means any Contract governing any Company Intellectual Property to which the Company or any Subsidiary is a party or bound by, except for Contracts for Third-Party Intellectual Property that is generally, commercially available software and (A) is not material to the Company or any Subsidiary, (B) has not been modified or customized for the Company or any Subsidiary and (C) is licensed for an annual fee under $5,000.