IP Agreement definition

IP Agreement is that certain Intellectual Property Security Agreement executed and delivered by Borrower to Bank dated as of the Effective Date.

IP Agreement is that certain Intellectual Property Security Agreement entered into by and between Borrower and Collateral Agent dated as of the Third Amendment Date, as such may be amended from time to time.

IP Agreement is any agreement pursuant to which any Person grants Bank a security interest in such Person’s Intellectual Property as security for the Obligations, including, without limitation, each IP Security Agreement executed by each of Borrower and Guarantor, dated as of the Seventh Loan Modification Effective Date.

Examples of IP Agreement in a sentence

• In the event of any written notice of breach by Fulcrum given under the provisions of any Existing Third Party IP Agreement, Fulcrum shall immediately notify Sanofi in writing and if Fulcrum fails to cure such breach and the breach (a) is not due to an act or omission of Sanofi, its Affiliates or Sublicensees and (b) remains outstanding and undisputed, Sanofi shall have the right, but not the obligation, to cure such breach on behalf of Fulcrum or its Affiliates, as applicable, and [***].

• In the event Fulcrum receives a written notice under an Existing Third Party IP Agreement that is relevant to any of the rights sublicensed to Sanofi under this Agreement (including, without limitation, notice of assignment of the GSK Side Letter), Fulcrum will promptly provide to Sanofi a copy of such notice.

• All such payments shall be made promptly by Fulcrum in accordance with the terms of the applicable Existing Third Party IP Agreement.

• Without limiting the foregoing, in the events of (a) early termination of any Existing Third Party IP Agreement during the Term, and (b) Sanofi acquiring a direct license from such counterparty under the rights formerly sublicensed to Sanofi by Fulcrum under such Existing Third Party IP Agreement, [***].

• Fulcrum will not, without Sanofi’s prior consent, terminate any Existing Third Party IP Agreement or execute any amendment to any Existing Third Party IP Agreement or otherwise modify any Existing Third Party IP Agreement, in each case, to the extent that doing so would (i) conflict with or adversely affect the rights granted to Sanofi under this Agreement, or (ii) conflict with or adversely affect Fulcrum’s or Sanofi’s ability to fulfill its obligations under this Agreement.

More Definitions of IP Agreement

IP Agreement is that certain Second Amended and Restated Intellectual Property Security Agreement executed and delivered by Borrower to Bank dated as of the Effective Date, as the same may be amended, amended and restated, modified and/or supplemented from time to time, together with any other agreement executed by any Person from time to time pursuant to which such Person pledges such Person’s ownership rights in such Person’s Intellectual Property as security for the Obligations.

IP Agreement has the meaning set forth in Section 1.3(d) hereof.

IP Agreement is, collectively (i) that certain Intellectual Property Security Agreement by and between XOMA and Bank dated as of the Effective Date, (ii) that certain Intellectual Property Security Agreement by and between XOMA US and Bank dated as of the Effective Date, and (iii) that certain Intellectual Property Security Agreement by and between Bermuda Borrower and Bank dated as of the Effective Date, in each case, as may be amended, modified, supplemented and/or restated from time to time.

IP Agreement is that certain Amended and Restated Intellectual Property Security Agreement dated as of the Effective Date between Borrower and Bank, as amended, modified, supplemented, and/or restated from time to time.

IP Agreement means that certain Intellectual Property Agreement, dated as of April 3, 2023, by and between Seller and Vertical, as may be amended, amended and restated or otherwise modified from time to time.

IP Agreement means any agreement, license or contract relating to the licensing, use or development of any Intellectual Property (whether from or by a third party to the Company or any of its Subsidiaries or by the Company or any of its Subsidiaries to a third party), in each case excluding agreements for unmodified, commercially available off-the-shelf software with an aggregate amount of purchase price and maintenance and other fees of less than $100,000.

IP Agreement means this Intellectual Property Matters Agreement, entered into by and between Manitowoc ParentCo and SpinCo and effective as of the Effective Date, as such may be amended from time to time.