Purchased Business Intellectual Property definition

Purchased Business Intellectual Property means the Business Intellectual Property owned by Seller and conveyed to Buyer as a Purchased Asset.
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Purchased Business Intellectual Property means Owned Intellectual Property and Licensed Intellectual Property. Section 3.13 of the Disclosure Schedule sets forth in all material respects a list of all Owned Intellectual Property that is issued by, registered with, or the subject of a pending application before any Governmental Authority (the “Registered Intellectual Property”). Except as would not, individually or in the aggregate, have a Material Adverse Effect:
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Purchased Business Intellectual Property has the meaning set forth in Section 3.13.
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Examples of Purchased Business Intellectual Property in a sentence

  • No material Purchased Business Intellectual Property or Purchased Business Technology that is comprised of software is subject to the terms of any “open source” license that requires, or would reasonably be expected to require, the disclosure, delivery, license or distribution of the source code of any such software of Seller to any Person.

  • No Purchased Business Intellectual Property or Purchased Business Technology is subject to any outstanding Governmental Order against Seller restricting the use, sale or exploitation thereof by Seller.

  • Upon the terms and subject to the conditions of this Agreement, on the Closing Date, Seller shall sell, transfer, assign, convey and deliver to C-COR, and C-COR shall purchase from Seller, all of Seller’s right, title and interest in and to the assets listed on Schedule 2.1 free and clear of all Encumbrances (together with the Purchased Business Intellectual Property and Seller Subsidiary Equity Interests, the “Purchased Assets”).

  • Upon the terms and subject to the conditions of this Agreement, on the Closing Date, Seller shall sell, transfer, assign, convey and deliver to BRC, and BRC shall purchase and assume from Seller, all of Seller’s right, title and interest in and to the Purchased Business Intellectual Property.

  • No Purchased Business Intellectual Property material to the Business is subject to any outstanding Order against Trican Parent or any of the Seller Companies or Contract restricting the use, sale or exploitation thereof by the Seller Companies or the Buyer.

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  • The Purchased Business Intellectual Property and the Other Business Intellectual Property provided under the Transition Services Agreement include all of the material Intellectual Property necessary to enable Buyer to conduct the ITO Business as conducted as of the Closing in the Ordinary Course of Business, other than the Business Excluded Intellectual Property listed on Schedule 1.9.

  • Notwithstanding the foregoing, except for Seller’s internal costs and outside legal expenses, Buyer shall be responsible for any costs, fees and expenses associated with the assignment of the Purchased Business Intellectual Property to Buyer.

Related to Purchased Business Intellectual Property

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

  • Excluded Intellectual Property shall have the meaning set forth in Section 1.2(i).

  • Seller Intellectual Property means (a) all Intellectual Property Rights owned or licensed to Seller or its Affiliates prior to the Effective Date; (b) all Intellectual Property Rights in the Seller Parts, the Specifications, and the Base Vehicle; and (c) all other Intellectual Property Rights designed, developed, or otherwise created by Seller or its Affiliates after the Effective Date without reference to Buyer Intellectual Property excluding, in each case, any of the foregoing which are Buyer Intellectual Property.

  • Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).

  • Business Intellectual Property Rights means (a) the Intellectual Property Rights owned or licensed by the Group Companies and (b) any other Intellectual Property Rights owned or licensed by Seller or any of its other Subsidiaries and used solely in the conduct of the Business.

  • 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 any Intellectual Property created under, or otherwise in connection with the Project.

  • Intellectual Property Assets means all Intellectual Property that is owned by Seller and used in or necessary for the conduct of the Business as currently conducted.

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

  • Company Intellectual Property means all Intellectual Property that is owned or held for use by the Company.

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

  • Licensed Intellectual Property means all Intellectual Property in which the Company holds any rights or interests granted by other Persons, including Seller or any of its Affiliates.

  • Parent Intellectual Property means the Intellectual Property used in the operation of the business of each of Parent and its Subsidiaries as presently conducted.

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

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

  • Transferred Intellectual Property Rights means (a) the Transferred Patents, (b) the Transferred Copyrights, (c) the Transferred Internet Properties, (d) the Transferred Industrial Designs, (e) The Transferred Database Rights,(f) the Transferred Mask Work Rights, (g) the Transferred Trade Secrets, and (h) the Transferred Trademarks.

  • Company Intellectual Property Agreements means any Contract governing any Company Intellectual Property to which the Company or any Subsidiary is a party or bound by, except for Contracts for Third-Party Intellectual Property that is generally, commercially available software and (A) is not material to the Company or any Subsidiary, (B) has not been modified or customized for the Company or any Subsidiary and (C) is licensed for an annual fee under $5,000.

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

  • New Intellectual Property means any Intellectual Property that arises out of, or is created in the course of, the performance of the Contract.

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

  • 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.

  • Company Licensed Intellectual Property means Intellectual Property Rights owned by any Person (other than a Group Company) that is licensed to any Group Company.

  • Software Intellectual Property means:

  • Intellectual Property (IP) means all copyright, rights in relation to inventions (including patent rights and unpatented technologies), plant varieties, registered and unregistered trademarks (including service marks), registered designs, confidential information (including trade secrets and know-how), mask-works and integrated circuit layouts, and all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields;

  • Foreign Intellectual Property any right, title or interest in or to any copyrights, copyright licenses, patents, patent applications, patent licenses, trade secrets, trade secret licenses, trademarks, service marks, trademark and service xxxx applications, trade names, trade dress, trademark licenses, technology, know-how and processes or any other intellectual property governed by or arising or existing under, pursuant to or by virtue of the laws of any jurisdiction other than the United States of America or any state thereof.

  • Company Intellectual Property Rights means the Intellectual Property owned or used by the Company or any Company Subsidiary.