Retained Intellectual Property definition

Retained Intellectual Property shall have the meaning set forth in Section 2.1.7.

Retained Intellectual Property means all Intellectual Property owned or sublicensable by Seller or any of its Affiliates other than the Purchased Intellectual Property.

Retained Intellectual Property has the meaning specified in Section 4.

Examples of Retained Intellectual Property in a sentence

• The Seller hereby grants to the Buyer a perpetual, non-exclusive, royalty-free license to use the Retained Intellectual Property for any lawful purpose related to the Transferred Antibody Collection Business (which may include the operation of additional collection centers).

• Notwithstanding the provisions of Section 5.01 to the contrary, prior to or after the Agreement Date and before the Closing, Parent shall be free to distribute or otherwise transfer from the Transferred Subsidiaries to Parent or any of its Affiliates any Parent Retained Intellectual Property.

• I agree to and do hereby assign to Company any and all right, title, and interest in and to any and all modifications, improvements, and other derivative works made by or on behalf of Company to any such Retained Intellectual Property that is licensed to Company pursuant to this Section 4, and thus any and all such modifications, improvements, and other derivative works are deemed Company Intellectual Property.

• Each party retains all right, title and interest (including all Proprietary Rights) in and to its Retained Intellectual Property.

• Schedule 4.10(a) also includes an indication of whether each listed item constitutes Purchased Intellectual Property or Retained Intellectual Property.

More Definitions of Retained Intellectual Property

Retained Intellectual Property means the Intellectual Property used or held for use in connection with the Purchased Assets by Seller or any of its Affiliates, excluding (a) the Transferred Intellectual Property and (b) the Intellectual Property that the Seller is granted a license, or otherwise permitted by other Persons, to use under the Transferred Contracts (but in the case of (b). excluding any such Intellectual Property owned by the Purchaser or any of its Affiliates or licensed to the Seller or any of its Affiliates from the Purchaser or any of its Affiliates).

Retained Intellectual Property means (i) all items listed on Section 1.46 of the Disclosure Schedule and (ii) any Intellectual Property used in the provision of services as provided for in the Specified Ancillary Documents.

Retained Intellectual Property consists of each party’s concepts, data, designs, developments, documentation, drawings, hardware, improvements, information, inventions, processes, software, techniques, technology, tools, and any other intellectual property, and any third party licenses or other rights to use any of the foregoing, that: (i) exist prior to the Effective Date, or (ii) are developed entirely independently by a party, at any time: (A) without any use, knowledge of, or reference to, the other party’s confidential information or other information obtained in connection with this Agreement, and (B) do not constitute Work Product (as defined below).

Retained Intellectual Property is defined in Section 2.2(b)(xi) of this Agreement.

Retained Intellectual Property means any owned or licensed (as licensor or licensee) Intellectual Property (not included in the Excluded Assets) relating to both the operation of the Divestiture Business and any other business owned by Respondents prior to the Acquisition.

Retained Intellectual Property means (i) the trademark KRAFT and other Trademarks owned by the Seller or its Affiliates and used in or held for use in the Business as of the Closing Date (excluding the Transferred Trademarks), but not primarily used in, held primarily for use in or primarily related to the Business as of the Closing Date, and (ii) the Domain Names owned by Seller or any of its Affiliates (excluding the Transferred Domain Names) that are used in or held for use in the Business, as the Business is conducted as of the Closing Date or as the Business has been conducted during the period from January 1, 2008 through the Closing Date.

Retained Intellectual Property means Intellectual Property owned or licensed by Respondent Eldorado that, prior to the Acquisition, was used by Respondent Eldorado solely or primarily for purposes other than the Divested Casinos.