Necessary Intellectual Property definition

Necessary Intellectual Property means all Technology and Intellectual Property Rights used in and/or necessary to the conduct of the Business, including without limitation that Technology and those Intellectual Property Rights listed in Exhibit D.
Necessary Intellectual Property means any Intellectual Property that would be necessarily infringed by an entity implementing the mandatory or optional requirements of the Specifications. Intellectual Property is “necessarily infringed” only where there is no commercially reasonable non-infringing alternative for implementing the mandatory or optional requirements of the Specifications. Necessary Intellectual Property does not include: (i) any claims of a patent that are not necessarily infringed even if contained in the same patent including claims that are necessarily infringed; or (ii) Intellectual Property that would be infringed only by enabling technologies that may be necessary to make or use any product, process or portion thereof that complies with the Specifications, but are not themselves expressly set forth in the Specifications.

Examples of Necessary Intellectual Property in a sentence

  • Necessary Intellectual Property RightsRepresentations, Warranties, Undertakings and Events of Default are, to the extent appropriate, subject to agreed materiality tests and grace periods.

  • Company has, through ownership, license or other agreement sufficient legal rights to all Company Necessary Intellectual Property, including to conduct the Business as conducted as of the Effective Date and as proposed to be conducted as of the Effective Date without any conflict with, or infringement of, the rights of any other Person.

  • Microsoft strenuously objects to a number of the provisions in the States’ Proposed Remedy as invading Microsoft’s intellectual property rights, including Provision #4 (Disclosure of Interfaces), Provision #12 (Open Source Browser), Provision #14 (Mandatory Provision of Office on Other Operating Systems), and Provision #15 (Necessary Intellectual Property Licenses).

  • Company has taken reasonably appropriate measures to protect the Company Owned Intellectual Property, any Company Necessary Intellectual Property which it is required to protect, and the confidential and proprietary nature of the same.

  • Company has not breached any agreement or license associated with any Company Necessary Intellectual Property, and no such breach has been claimed by any Person.


More Definitions of Necessary Intellectual Property

Necessary Intellectual Property has the meaning given to it in Section 2.13(b).
Necessary Intellectual Property means any and all Intellectual Property that is necessary, in the reasonable business judgment of the Loan Parties, for the conduct of the business of the Loan Parties from time to time.
Necessary Intellectual Property shall have the meaning set forth in Section 3.7(j).
Necessary Intellectual Property is defined in Section 5.12.
Necessary Intellectual Property has the meaning set forth in SECTION 2.13(b).
Necessary Intellectual Property has the meaning set forth in Section 4.1(l)(i).

Related to Necessary Intellectual Property

  • Company Intellectual Property means any Intellectual Property that is owned or purported to be owned by the Company or any of its Subsidiaries.

  • Third Party Intellectual Property means the Intellectual Property Rights of a third party which Supplier uses or incorporates into the Work.

  • New Intellectual Property means all data, discoveries, developments, inventions (whether patentable or not), improvements, methods of use or delivery, processes, know-how, or trade secrets which are generated, conceived, reduced to practice or otherwise made by or on behalf of Recipient as a result of the conduct of the Research Plan or as a result of the use of any Data Set provided to Recipient under this Agreement.

  • Intellectual Property the collective reference to all rights, priorities and privileges relating to intellectual property, whether arising under United States, multinational or foreign laws or otherwise, including copyrights, copyright licenses, patents, patent licenses, trademarks, trademark licenses, technology, know-how and processes, and all rights to xxx at law or in equity for any infringement or other impairment thereof, including the right to receive all proceeds and damages therefrom.

  • Owned Company Intellectual Property means that portion of the Company Intellectual Property and Company Intellectual Property Rights that is owned by the Company Entities.

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Licensed Intellectual Property means Intellectual Property licensed to the Company pursuant to the Company IP Agreements.

  • Company Intellectual Property Rights means Intellectual Property Rights owned by or purported to be owned by, or exclusively licensed to, the Company or any of its Subsidiaries.

  • Product Intellectual Property means all of the following related to a Divestiture Product (other than Product Licensed Intellectual Property):

  • Third Party Intellectual Property Rights means any Intellectual Property owned by a third party.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Company Intellectual Property Agreements means any Contract to which the Company or any Subsidiary is a party or is otherwise bound and (A) pursuant to which the Company or any Subsidiary has granted any rights with respect to any Company Intellectual Property or has been granted any rights with respect to any Third-Party Intellectual Property, or (B) that otherwise governs any Company Intellectual Property.

  • Company Intellectual Property Assets means all Intellectual Property Assets owned by the Company or used or held for use by the Company in the Business and all Products.

  • Project Intellectual Property means the legal rights relating to inventions (including Subject Inventions as defined in 37 CFR 401), patent applications, patents, copyrights, trademarks, mask works, trade secrets, and any other legally protectable information, including computer software, first made or generated during the performance of this STTR Agreement.

  • Joint Intellectual Property means, collectively, Joint Know-How and Joint Patents.

  • Pre-Existing Intellectual Property Rights means any Intellectual Property Rights vested in or licensed to the Client or the Contractor prior to or independently of the performance by the Client of the Contractor of their obligations under this Contract.

  • Company Licensed Intellectual Property means all Intellectual Property that is licensed to the Company or a Subsidiary by any third party.

  • Other Intellectual Property means all trade secrets, ideas, concepts, methods, techniques, processes, proprietary information, technology, know-how, formulae, rights of publicity and privacy and other general intangibles of like nature, now or hereafter acquired, owned, developed or used by any Grantor.

  • Owned Intellectual Property means any and all Intellectual Property owned or purported to be owned by the Company or any of its Subsidiaries.

  • Purchased Intellectual Property has the meaning set forth in Section 1.2(g).

  • Registered Company Intellectual Property means all patents, patent applications, registered copyrights, applications to register copyrights, registered marks (including trademarks, service marks, and trade dress, to the extent registered), applications to register marks and registered domain names that are owned by the Company or any of its Subsidiaries.

  • Business Intellectual Property means the Licensed Intellectual Property and the Owned Intellectual Property.

  • Transferred Intellectual Property means (i) all Intellectual Property Rights owned by the Acquired Companies, (ii) the Transferred Trademarks, (iii) the Transferred Patents, (iv) the Transferred Domains, and (v) all other Intellectual Property Rights owned by Sellers or their respective Affiliates as of the Closing Date that are exclusively used in or are exclusively related to the development, manufacture, marketing, use or sale of the Business Products.

  • Contractor Intellectual Property means any intellectual property owned by Contractor and developed independently from the Services.

  • Intellectual Property Licenses means (i) any grant by the Company to another Person of any right, permission, consent or non-assertion relating to or under any of the Purchased Intellectual Property and (ii) any grant by another Person to the Company of any right, permission, consent or non-assertion relating to or under any third Person’s Intellectual Property.