IP Representations definition

IP Representations has the meaning set forth in Section 7.1.

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IP Representations. Is defined in Section 8.1.

IP Representations means the representations and warranties set forth in Section 2.12.

Examples of IP Representations in a sentence

The representations and warranties set forth in the Fundamental Representations and IP Representations shall be true and correct in all respects both when made and as of the Closing Date.
For Losses arising in connection with any Indemnification Claim based on a breach of any of the IP Representations, the aggregate liability of each Company Escrow Party pursuant to Section 8.2(a)(i) shall be limited to 20% of the sum of the portion of Merger Consideration which has been paid to such Company Escrow Party plus the portion of the Merger Consideration that is payable to such Company Escrow Party, including such Company Escrow Party’s Pro Rata Share of the Escrow Amount.
The representations and warranties of the Parties contained in this Option Agreement shall survive the Closing until the date which is [*]; provided, however, that (i) the Specified IP Representations shall survive the Closing until the date that is [*] and (ii) the Fundamental Representations shall survive the Closing until the date which is [*].
For Losses arising in connection with any Indemnification Claim based on the IP Representations, the aggregate liability of each Company Escrow Party pursuant to Section 8.2(a)(i) shall be limited to 40% of the Merger Consideration which has been paid or is payable to such Company Escrow Party, including such Company Escrow Party’s Pro Rata Share of the Escrow Amount.
Any indemnity under Section 7.02(c) shall apply towards any Cap with respect to indemnity for IP Representations and vice versa.

More Definitions of IP Representations

IP Representations means each of the representations and warranties of the Company set forth in Section 2.13 (Intellectual Property).

IP Representations has the meaning set forth in Section 9.1(d).

IP Representations means the representations and warranties in Section 3.8 (Intellectual Property).

IP Representations means the representations and warranties contained in Sections 4.13.

IP Representations means the representations and warranties made by the Company in Section 2.10 (Intellectual Property) and Section 2.11 (Data Privacy and Security) of this Agreement, including in any certificate delivered to Acquirer pursuant to this Agreement that are within the scope of those covered by the foregoing Sections.

IP Representations means: (a) each of the representations and warranties set forth in Section 2.11 of the Agreement and (b) the representations and warranties set forth in the Company Closing Certificate, to the extent that such representations and warranties relate to any of the matters referred to in clause “(a)” of this sentence.

IP Representations means the representations and warranties set forth in Section 4.12 (Intellectual Property), other than Section 4.12(g) (IIA), Section 4.12(t) (Government Funding) and Section 4.12(u) (Encryption and other Restricted Technology).