Retained Xxxx definition

Retained Xxxx means any Xxxx owned by or licensed to Sellers or any of their Subsidiaries that is not included in Transferred Intellectual Property.
Retained Xxxx shall have the meaning ascribed to such term in Section 2.2(h). "Secured Claim Assets" shall have the meaning ascribed to such term in Section 2.1(p).
Retained Xxxx means any Trademark of the Seller or any of its Affiliates (other than the Company) that uses or contains (i) “MGM”, “MGM Resorts”, “MGM Resorts International”; “Mirage” (in block letters, stylized form, along with the MGM lion logo, or otherwise), (ii) “Mirage” (in block letters, stylized form, along with the palm tree logo, or otherwise, the “Mirage Marks”), (iii) any Trademark set forth on Section 1.01(b) of the Disclosure Schedules (“Specified Marks”), or (iv) any other Trademark of the Seller or any of its Affiliates, in each case under the foregoing (i) – (iv) either alone or in combination with other words, phrases or logos, and all trademarks confusingly similar to or embodying any of the foregoing either alone or in combination with other words, phrases or logos.

Examples of Retained Xxxx in a sentence

  • Buyer acknowledges and agrees that neither it nor any of its Affiliates shall acquire any goodwill, rights or other benefits arising from the use of any Retained Xxxx and that all such goodwill, rights and benefits shall accrue exclusively to Seller and its Affiliates.

  • In no event shall the Buyer or any of its Affiliates use any such Retained Xxxx after the Closing in any way, including in any manner likely to cause confusion, or to cause mistake or to deceive as to the affiliation, connection, or association of the Buyer or any Affiliate of the Buyer, or as to the origin, sponsorship, or approval of such products or services.

  • This is particularly so when the effects on the child are take into account.

  • From and after the Closing, neither the Buyer nor any of its Affiliates shall in any way adopt, use, seek to use, apply to register or register any Retained Xxxx on or in connection with any product, service, or Marks.

  • Notwithstanding the foregoing, unless Saflink otherwise consents in writing, all materials bearing any Retained Xxxx shall be destroyed by the Company no later than 90 days after the Closing Date.

  • An element of the Net Retained Xxxx set aside in a Fund to provide protection for Pool members from falls in business rate income.

  • The biggest difference between the Polish and Turkish students’ scores are seen in the item 22.

  • ADC shall give Buyer prompt written notice of any such assignment or transfer of a Retained Xxxx and shall furnish Buyer with a fully-executed copy of the Trademark Use Agreement.

  • After the Closing Date, Buyer and its Affiliates shall have the right to exhaust any inventory or works-in-process bearing the Retained Xxxx, and may continue to use shipping materials, packaging, sales literature, promotional literature, websites or other similar materials that display the Retained Xxxx for up to twelve (12) months after the Closing Date.

  • The detailed process through which this will operate comprises three elements: The allocation of any Gross Retained Xxxx and Net Retained Levy - this will be calculated in accordance with the Financial Protocol.


More Definitions of Retained Xxxx

Retained Xxxx has the meaning set forth in Section 5.7(b). “Scheduled Intellectual Property” has the meaning set forth in Section 3.15(a). “Seller” has the meaning set forth in the Preamble. “Seller Compensation and Benefit Plan” has the meaning set forth in Section 3.10(a). “Seller Disclosure Letter” has the meaning set forth in Article III. “Seller Indemnified Parties” has the meaning set forth in Section 6.3.
Retained Xxxx has the meaning given in Clause 12.2;

Related to Retained Xxxx

  • Retained Duty means any role or duty under a Corporate Trust Contract with respect to any Appointment as account bank, depositary / depository, depository agent, eligible lender trustee, master servicer, backup advancing agent, trustee (or other similar role), buyer, financial institution or lender, in each case:

  • Retained Group means the Seller, its subsidiaries and subsidiary undertakings from time to time, any holding company of the Seller and all other subsidiaries or subsidiary undertakings of any such holding company (except members of the Group);

  • Retained Assets has the meaning set forth in Section 2.2.

  • Retained Rights has the meaning set forth in Section 2.2.

  • Retained Professional means an Entity: (a) employed in the Chapter 11 Cases pursuant to a Final Order in accordance with sections 327 and 1103 of the Bankruptcy Code and to be compensated for services rendered prior to the Effective Date, pursuant to sections 327, 328, 329, 330, or 331 of the Bankruptcy Code; or (b) for which compensation and reimbursement has been allowed by the Bankruptcy Court pursuant to section 503(b)(4) of the Bankruptcy Code.

  • Retained Names and Marks shall have the meaning set forth in Section 5.3.

  • Retained Employees has the meaning set forth in Section 6.1.1.

  • Transfer Time has the meaning set forth in Section 4.3(a).

  • Retained Employee does not include any individual who has a direct or an indirect ownership interest of at least five percent (5%) in the profits, equity, capital, or value of the Taxpayer, or a child, grandchild, parent, or spouse, other than a spouse who is legally separated from the individual, of any individual who has direct or indirect ownership interest of at least five percent (5%) of the profits, equity, capital or value of the Company.

  • Retained Causes of Action means those Causes of Action that shall vest in the Reorganized Debtors on the Effective Date, which, for the avoidance of doubt, shall not include any of the Causes of Action that are settled, released or exculpated under the Plan.

  • Retained Liabilities has the meaning set forth in Section 2.4.

  • Retained Amount means the present value (as determined in accordance with sections 280G(b)(2)(A)(ii) and 280G(d)(4) of the Code) of the Total Benefits net of all federal, state and local taxes imposed on Executive with respect thereto.

  • Retained Contracts means all contracts, agreements, leases, software licenses, rights, obligations or other commitments of the Company that (a) arise out of or are related exclusively to any business or operation of the Company other than the Business, or (b) arise out of or are related in any way to the Business and which, in the case of both clauses (a) and (b) herein, are not Transferred Contracts.

  • Retained Obligations shall have the meaning set forth in Section 2.6.

  • Schedule of Retained Causes of Action means the schedule of certain Causes of Action of the Debtors that are not released, waived, or transferred pursuant to the Plan, as the same may be amended, modified, or supplemented from time to time by the Debtors.

  • Retained Business means any business now, previously or hereafter conducted by Seller or any of its Subsidiaries or Affiliates other than the Business.

  • Retained Percentage means, with respect to any Excess Cash Flow Period, (a) 100% minus (b) the Applicable ECF Percentage with respect to such Excess Cash Flow Period.

  • Retained Claims means the Debtors’ interests in all existing and potential causes of action and litigation in which any of the Debtors is the plaintiff (or could be a plaintiff), or a defendant with a counterclaim or cross claims, including, without limitation, any claim, right or interest each or any of the Debtors may have as a direct or indirect result of COVID-19, against or with respect to any local, state, or federal government, agency, instrumentality, or other Governmental Unit as well as any insurer (or account of any Insurance Policy), including, without limitation, Relief Funds.