IP Claims definition

IP Claims has the meaning given in Article 16.3.
IP Claims means any and all claims and causes of action, whether asserted or un-asserted, of Seller against third parties related to or involving the Intellectual Property being sold, transferred and assigned hereunder to Buyer.
IP Claims has the meaning set forth in Section 10.2(a)(iv). [***]* [***]*

Examples of IP Claims in a sentence

  • We will defend You against claims brought against You by any third party alleging that Your use of the Solution, in accordance with the Agreement, constitutes an infringement or misappropriation of such third party's patent, copyright or trade secret rights ("IP Claims").

  • We will pay damages finally awarded against You (or the amount of any settlement We enter into) with respect to IP Claims.

  • Sync Technologies shall defend You from and against any third-party claims that the Services, in their unaltered state, infringes or misappropriates such third party’s valid and enforceable patents, copyrights or trade secret rights (“IP Claim”), and will indemnify You from damages finally awarded against Customer with respect to such IP Claims.


More Definitions of IP Claims

IP Claims means as defined in Section 15.1 of this Annex 1.
IP Claims means as defined in Section 13.1. "IP Rights" means as defined in Section 11.1.
IP Claims has the meaning set forth in Section 16.1.
IP Claims means any litigation filed against Parent, the Company or the Surviving Entity relating to the Company Intellectual Property Rights set forth on Schedule A.
IP Claims has the meaning defined in Section 20.1.
IP Claims shall have the meaning set out in Clause 13.7(b).
IP Claims means all demands, requests for payment and claims raised in or by (i) Level One Communications, Inc. vs. Altima Communications, Inc., U.S. District Court - Eastern District of California - Case No. CIV S-99-2488 GEB GGH (and any related Actions or Proceedings that may be filed), (ii) In re Certain Integrated Repeaters & Products Containing Same, ITC Investigation No. 337-TA-430 (and any related Actions or Proceedings that may be filed), (iii) that certain "cease and desist" letter dated November 15, 1999 from Level One Communications, Inc., (iv) any other similar or derivative letters and claims required to be but which are not disclosed in the Company Disclosure Schedule, and (v) Level One Communications, Inc. or any of its Affiliates with respect to any Company Intellectual Property or relating to U.S. Patent Nos. 5,894,410, 5,608,341, or 5,726,860. The term "IP Claims" shall include claims and demands whether raised by the original parties to the foregoing litigation and letters or any of their respective successors and assigns, and shall include claims in whatever manner raised, whether by claim, cross-claim, amended claim or cross-claim or otherwise. Notwithstanding anything else to the contrary, the term "IP Claims" only includes demands, requests for payment, and claims to the extent that such demands, request for payment, and claims relate to: (1) activities of or products sold by the Company prior to the Closing Date; or (2) the incorporation of Company Intellectual Property in the products of the Company sold after the Closing Date as planned by the Company prior to beginning merger discussions with Parent.