Purchaser Licensed IP definition

Purchaser Licensed IP means all Intellectual Property owned by Purchaser Parent or any of its Affiliates that has been licensed to Purchaser or its Subsidiaries pursuant to a Purchaser Ancillary Agreement, including the Purchaser Licensed Trademark Rights.
Purchaser Licensed IP means the Transferred Materials, Transferred IPRs, Transferred Patents, Purchaser Successor Versions, Purchaser Successor Version IPRs, the Purchaser Partial Combination Versions and the Purchaser Partial Combination Version IPRs.
Purchaser Licensed IP shall have the meaning set forth in Section 2.5.3(a)(xi) hereof.

Examples of Purchaser Licensed IP in a sentence

  • The Sellers shall include Purchaser’s license rights in the Purchaser Licensed IP in the Other Agreement or any other agreement for the sale of the Purchaser Licensed IP to the Other Purchaser or to other Persons.

  • The Sellers hereby grant to Purchaser a non-exclusive, worldwide, perpetual, irrevocable, transferable right and license, with the right to sublicense, to use the Purchaser Licensed IP listed in Schedule 7.6 for and in the Business.

  • If and to the extent the Sellers, their Subsidiaries, assignees or licensees sell, transfer, assign, license or otherwise dispose of all or a portion of Purchaser Licensed IP, including to the Other Purchaser, all such sales, transfer, assignments, licenses and other dispositions shall be subject to Purchaser’s perpetual and irrevocable license rights in such Purchaser Licensed IP.

  • The license granted in this Section 7.6 to use Purchaser Licensed IP is for all purposes under this Agreement included in the Licensed IP that Purchaser has the right to use following the Closing, with the understanding that Purchaser’s right to use the Purchaser Licensed IP arises under this Agreement and not under an Assigned Contract.


More Definitions of Purchaser Licensed IP

Purchaser Licensed IP means any Transferred Intellectual Property that, at Closing, Purchaser designates as Purchaser Licensed IP pursuant to Section 2.2.
Purchaser Licensed IP means the Business Intellectual Property (other than Patents, Marks and Internet Properties) embodied in any Retained Technology.
Purchaser Licensed IP means all Owned Intellectual Property, excluding Trademarks, that was used or held for use by Seller or any of its Affiliates in their businesses (excluding the Business) (the “Licensed Business”) as of the Closing Date or in the 12 months immediately preceding the Closing Date.
Purchaser Licensed IP means all Intellectual Property owned by Purchaser Parent or any of its Affiliates that has been licensed to Purchaser or its Subsidiaries pursuant to a Purchaser Ancillary Agreement, including the Purchaser Licensed Trademark Rights .
Purchaser Licensed IP means all Business Intellectual Property (other than Patents, Trademarks and Internet Properties) that is (a) embodied in any Excluded Assets (including copies of Copyable Technology that is also Business Technology) retained by Seller or its Subsidiaries, and(b) practiced, used or exploited by, or absent a license thereto or ownership thereof, would be infringed by, the Retained Seller Business as of the Closing Date.
Purchaser Licensed IP means the Business Intellectual Property (including Misallocated Business IP transferred to Purchaser after the Closing) used or practiced in, or necessary for, the operation of the Retained Businesses immediately prior to Closing, but excluding any rights in (a) software (other than portions of software owned by the Purchased Entity or any of its Subsidiaries immediately after Closing that have also been embedded into the proprietary software of Seller or any of its Affiliates as at Closing, provided that such exception to the foregoing exclusion of software shall not include, for the avoidance of doubt, software that is a product offering of the Purchased Entity or its Subsidiaries or that will otherwise be governed under any Commercial Agreement or the other agreements to be entered into between the Parties as contemplated pursuant to Section 5.10(g)), (b) Internet Properties and (c) Trademarks.
Purchaser Licensed IP means Intellectual Property that is a part of the Acquired Assets owned by Purchaser, whether patented or otherwise, whether documented or oral, including, without limitation, patents, patent applications, patentable inventions, utility models, industrial designs, rights in designs, know-how, copyrights, copyrightable works, copyright registrations, moral rights, topography rights, rights in databases, trade secrets, legally protectable technical information, engineering drawings, specifications, Confidential Information and any other intellectual property or proprietary rights eligible for protection under the laws of any country, state, or jurisdiction, in all cases whether or not registered or registerable and including registrations and applications for registrations of any of these and rights to apply for the same and all rights and forms of protection of a similar nature or having equivalent or similar effect to any of these anywhere in the world. The foregoing shall not include any trademarks, service marks, trade dress, trade names, corporate names, domain names, uniform resource locators (urls), internet addresses, or applications for any of the foregoing items set forth in this sentence.