Material Company IP definition

Material Company IP has the meaning set forth in Section 3.21(b).

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Material Company IP means Company IP that claims the composition of matter of, or the method of making or using, any Company Product for an approved indication.

Material Company IP means any and all (i) Company Owned IP, (ii) Intellectual Property exclusively licensed to the Company or its Subsidiaries, and (iii) other Intellectual Property used by the Company or any of its Subsidiaries, in each case, that is material to the conduct of the businesses of the Company and its Subsidiaries, taken as a whole.

Examples of Material Company IP in a sentence

None of the Acquired Companies has received any claim or notice in writing alleging that any Material Company IP is not exclusively owned by an Acquired Company, is invalid or unenforceable, or has been misused.
To the knowledge of the Company, the Material Company IP is valid, subsisting, and enforceable.
None of the Acquired Companies is, and will not be as a result of consummation of the Transaction, restricted in any material respect from transferring, assigning, enforcing, licensing, or using or otherwise exploiting any Material Company IP.
None of the Acquired Companies is a party to, subject to, or bound by any Contract that gives any Third Party any option, right of first refusal or offer, or similar right with respect to the acquisition of, or license to or under, any Material Company IP.
Except as set forth in Part 3.8(a) of the Company Disclosure Schedule, an Acquired Corporation is the sole and exclusive beneficial and, with respect to applications and registrations (including patents), record owner of all of the Material Company IP, and all such Material Company IP is subsisting, valid and enforceable.
Neither the Company, nor any other party thereto is, or is alleged to be, in breach of or default under, any Material Company IP Contract or COTS License.
No party is overtly challenging in writing the right, title or interest of Companies in, to or under the Material Company IP Rights, or the validity, enforceability or claim construction of any Patent Rights owned or co-owned or exclusively licensed to Companies.
None of the Intellectual Property Rights that are material to the business of the Company as currently conducted (the "Material Company IP") is subject to any outstanding Order, and no Claim is pending or, to the Knowledge of the Company, threatened, which challenges the validity, enforceability, use or ownership of the item.
Except as has not and would not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, each Target Company owns, free and clear of all Liens (other than Permitted Liens), all Material Company IP.
Section ‎3.12(b) of the Company Disclosure Schedule sets forth a true, correct and complete list of Material Company IP, other than the Company Registered Intellectual Property set forth in Section ‎3.12(a) of the Company Disclosure Schedule.

More Definitions of Material Company IP

Material Company IP means all material Intellectual Property used in or necessary for the conduct of the business of the Company and its Subsidiaries as presently conducted, including all material Registered Company IP.

Material Company IP has the meaning set forth in Section 5.13(a).

Material Company IP has the meaning set forth in Section 3.21(b). "Notes" has the meaning assigned to such term in the recitals to this Agreement - 3 - "Obligations" means, collectively, all of the Company153s Indebtedness, liabilities and Contractual Obligations.

Material Company IP means the Company Registered IP and Material Unregistered IP; “Material Contract” has the meaning given to it in paragraph 16.1 of this Schedule 4; “Material Contract Counterparty” means a Third Party counterparty to a Material Contract;

Material Company IP means the Company Registered IP and Material Unregistered IP;