Licensed Business Intellectual Property definition

Licensed Business Intellectual Property has the meaning set forth in Section 3.30(g).

Licensed Business Intellectual Property means Intellectual Property Rights and Technology licensed to Purchaser under the Intellectual Property Agreement or the Amendment to Software License Agreement.

Licensed Business Intellectual Property means Intellectual Property that (a) is not Owned Business Intellectual Property or Shared Business Intellectual Property, (b) a Seller or one of its Affiliates (including any Target) has the right to use, and (c) is used in, or presently contemplated for use in, the operation or conduct of the Business.

Examples of Licensed Business Intellectual Property in a sentence

• Purchaser shall not have any right to institute any action or suit against Third Parties for infringement of any of the Licensed Business Intellectual Property Rights.

• Upon written request by Xxxxxx Xxxxxxx, Dresser shall defend, indemnify, and hold Xxxxxx Xxxxxxx harmless from and against any liabilities, losses, claims, damages, costs, expenses, and settlement amounts (including reasonable attorneys’ fees) to the extent they arise out of or in connection with any claim to the extent it arises out of Dresser’s or its Affiliates’ use of the Licensed Business Intellectual Property.

• For purposes of effecting the foregoing licenses, Dresser may retain a reasonable number of copies of all items related to the Licensed Business Intellectual Property (or documents or other things that contain such) that Dresser is required to transfer, assign, and deliver to Xxxxxx Xxxxxxx under the Purchase Agreement.

• In addition, Intellectual Property Rights, other than Licensed Business Intellectual Property Rights, under software licenses used in the Business (“Software Licenses”) will be assigned or sublicensed to Purchaser to the extent provided in Section 6.18 hereof.

• Buyer shall not have any right to institute any action or suit against Third Parties for infringement of any of the Licensed Business Intellectual Property Rights.

More Definitions of Licensed Business Intellectual Property

Licensed Business Intellectual Property means Intellectual Property used in connection with the Business as currently conducted that is licensed to Parent or any of its Affiliates by any Person and that is not Licensed Carbonless Paper Business Intellectual Property, including the Intellectual Property set forth on Section 1.01(b)(i) of the Disclosure Schedule; provided, however, with respect to Computer Software, the term “Licensed Business Intellectual Property” means only the Computer Software licensed to Parent or any of its Affiliates that is set forth on Section 1.01(b)(ii) of the Disclosure Schedule.

Licensed Business Intellectual Property means all Business Intellectual Property licensed to the Seller Entities under the Specified Business Contracts.

Licensed Business Intellectual Property means all Intellectual Property included in the Business Intellectual Property that is not Owned Business Intellectual Property.

Licensed Business Intellectual Property means all Intellectual Property in which Seller holds any rights or interests granted by other Persons that is used or held for use in the conduct of the Business as currently conducted.

Licensed Business Intellectual Property means Intellectual Property Rights and Technology licensed to Purchaser under the Intellectual Property Agreement.

Licensed Business Intellectual Property means all Intellectual Property Rights licensed to ETHI or its Affiliates under the Intellectual Property Agreements together with all Intellectual Property Rights licensed to any Acquired Company. “Lookback Period” means the period since December 31, 2019. “Material Adverse Effect” means any event, circumstance, change, effect or condition that, individually or in the aggregate is materially adverse to the Purchased Assets, assets, properties, financial condition, or results of operations of the Business and the Acquired Companies taken as a whole or that prevents Sellers from consummating the transactions contemplated by this Agreement; provided, however, that none of the following changes will constitute, or will be considered in determining whether there has occurred, and no event, circumstance, change, effect or condition resulting from or arising out of any of the following will constitute, a Material Adverse Effect: (a) the announcement of the execution of this Agreement or any other Transaction Document or the intended consummation of the transactions contemplated herein or therein in accordance with their respective terms (including any threatened or actual impact on any relationship with any customer, vendor, supplier, distributor, landlord or employee of the Business or the Acquired Companies); (b) any condition or change in economic conditions generally affecting the economy or the industries in which the Business operates; (c) any national or international political or social conditions, including the engagement by the United States in hostilities, whether or not

Licensed Business Intellectual Property has the meaning set forth in Section 2.12(a).