Scheduled Licenses definition

Scheduled Licenses means those Licenses set forth on Schedule 1.01(b).
Scheduled Licenses has the meaning set forth in Section 4.26.
Scheduled Licenses means those Licenses set forth on Schedule 1.01(b). “Scheduled Unavailability Date” has the meaning specified in Section 3.03(b). “SEC” means the Securities and Exchange Commission, or any Governmental Authority succeeding to any of its principal functions. “Second Amendment” means that certain Second Amendment, Assumption, Consent and Ratification Agreement, dated as of March 1, 2018, among Xxxxx of Xxxx L.P., a Texas limited partnership, Xxxxx of Xxxx Texas Corporation, a Texas corporation, Limited, the Lenders, the Administrative Agent, the Swing Line Lender and the L/C Issuer.

Examples of Scheduled Licenses in a sentence

  • Except as set forth in Schedule 2.13 of the Disclosure Letter, the Scheduled Licenses are valid and in full force and effect and no Company Group Entity is in default, and no condition exists that with notice or lapse of time or both would constitute a default, under any of the Scheduled Licenses.

  • To the actual knowledge of Seller, all of the Scheduled Licenses and Permits listed on Schedule 3.18 annexed hereto are in force and effect in accordance with their terms and Seller is not in violation of any material term or condition of any of such Scheduled Licenses and Permits.

  • All Scheduled Licenses are valid, binding and in full force and effect as to the Sellers.

  • Except with respect to Madico’s joint ownership interest in the Madico Joint Patents, LG’s joint ownership interest in the LG Joint Know-How, and the applicable counterparty’s rights under the Scheduled Licenses, and LGES’s rights under the LGES Releases, no third party has any ownership right, title, ownership interest, ownership claim in or lien on any of Seller Owned IP.

  • Except as disclosed on Schedule 4.26, the Scheduled Licenses are the only material Licenses that are necessary to enable the Sellers to carry on their respective businesses as presently conducted.

  • The Sellers, the Shareholders and the Purchaser shall use best efforts to take, or cause to be taken, all actions necessary under applicable Laws to transfer, modify or reissue to the Purchaser the Scheduled Licenses.

  • Each of the Scheduled Licenses and Permits is valid and in full force and effect.

  • Except with respect to the restrictions set forth in Section 2.9(a) of the Seller Disclosure Schedule with respect to the Scheduled Licenses, the LGES Releases, Madico’s interest in the Madico Joint Patents and LG’s interest in the LG Joint Know-How(the “License Restrictions”), no restrictions will exist on Buyer’s rights to sell, resell, use, or license any of the Assets or engage in such business, nor will any such restrictions be imposed on Buyer as a consequence of the Contemplated Transactions.

  • Seller and CCD have fulfilled and performed all of their material obligations thereunder, other than those that, if not obtained or currently possessed, could not reasonably be expected to have a material adverse effect on the Business, and Seller has delivered to Buyer true and complete copies of all such licenses and permits, which are listed on Schedule 2.01(n) (the "Scheduled Licenses and Permits").

  • Each of the Scheduled Licenses and Permits is valid and in full force and effect and may be assigned and transferred in accordance herewith except as otherwise described on Schedule 2.01(n).


More Definitions of Scheduled Licenses

Scheduled Licenses means those Licenses set forth on Schedule 1.01(b). “Scheduled Unavailability Date” has the meaning specified in Section 3.08(b). “SEC” means the Securities and Exchange Commission, or any Governmental Authority succeeding to any of its principal functions. “Second Amendment” means that certain Second Amendment, Assumption, Consent and Ratification Agreement, dated as of March 1, 2018, among Xxxxx of Xxxx L.P., a Texas limited partnership, Xxxxx of Xxxx Texas Corporation, a Texas corporation, Limited, the Lenders, the Administrative Agent, the Swing Line Lender and the L/C Issuer. “Second Amendment Effective Date” means the date that all conditions of effectiveness set forth in Section 7 of the Second Amendment have been satisfied. “Shareholders’ Equity” means, as of any date of determination, consolidated shareholders’ equity of Limited and its Subsidiaries as of that date determined in accordance with GAAP. “SOFR” with respect to any day means the secured overnight financing rate published for such day by the Federal Reserve Bank of New York, as the administrator of the benchmark (or a successor administrator) on the Federal Reserve Bank of New York’s website (or any successor source) and, in each case, that has been selected or recommended by the Relevant Governmental Body. “SOFR-Based Rate” means SOFR or Term SOFR. “Solvent” means, with respect to any Person, that the fair value of the assets of such Person is, on the date of determination, greater than the total amount of liabilities (including contingent and unliquidated liabilities) of such Person as of such date, that the present fair saleable value of the assets of such Person is, on the date of determination, not less than the amount that will be required to pay the probable liability on its debts as they become absolute and matured, and that, as of such date, such Person is able to pay all liabilities of such Person as such liabilities mature and such Person does not have unreasonably small capital with which to carry on its business. In computing the amount of contingent obligation or other contingent or unliquidated liabilities at any time, such liabilities will be computed at the amount which, in light of all the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability discounted to present value at rates believed to be reasonable by such Person. “Specified Loan Party” means any Loan Party that is not an “eli...
Scheduled Licenses means those Licenses set forth on Schedule 1.01(c). “Scheduled Unavailability Date” has the meaning specified in Section 3.03(b)(ii). “SEC” means the Securities and Exchange Commission, or any Governmental Authority succeeding to any of its principal functions. “Shareholders’ Equity” means, as of any date of determination, consolidated shareholders’ equity of Limited and its Subsidiaries as of such date, determined in accordance with GAAP. “SOFR” means the Secured Overnight Financing Rate as administered by the Federal Reserve Bank of New York (or a successor administrator). “SOFR Adjustmentwith respect to Daily Simple SOFR means 0.26161% (26.161 basis points); and with respect to Term SOFR means 0.10% (10 basis points) for an Interest Period of one-month’s duration or three-month’s duration. “Solvent” means, with respect to any Person, that the fair value of the assets of such Person is, on the date of determination, greater than the total amount of liabilities (including contingent and unliquidated liabilities) of such Person as of such date, that the present fair saleable value of the assets of such Person is, on the date of determination, not less than the amount that will be required to pay the probable liability on its debts as they become absolute and matured, and that, as of such date, such Person is able to pay all liabilities of such Person as such liabilities mature and such Person does not have unreasonably small capital with which to carry on its business. In computing the amount of contingent obligation or other contingent or unliquidated liabilities at any time, such liabilities will be computed at the amount which, in light of all the facts and circumstances existing at such time, represents the amount that can reasonably be expected to become an actual or matured liability discounted to present value at rates believed to be reasonable by such Person. “Specified Event of Default” means any Event of Default pursuant to Section 8.01(a), Section 8.01(f) or Section 8.01(g). “Specified Loan Party” means any Loan Party that is not then an “eligible contract participant” under the Commodity Exchange Act (determined prior to giving effect to Section 10.11). “Sterling” and “£” mean the lawful currency of the United Kingdom.

Related to Scheduled Licenses

  • Inbound Licenses means, collectively, any Contract (including covenants not to xxx) or other permission pursuant to which Seller is authorized or otherwise permitted to access or exploit any other Person’s IP, or any Contract pursuant to which Seller obtains a right to access or exploit a Person’s IP in the form of commercially available object code software or services, such as a software as a services Contract or a cloud services Contract.

  • Scheduled Contracts has the meaning set forth in Section 4.16.

  • Permitted Licenses are (A) licenses of over-the-counter software that is commercially available to the public, and (B) non-exclusive and exclusive licenses for the use of the Intellectual Property of Borrower or any of its Subsidiaries entered into in the ordinary course of business, provided, that, with respect to each such license described in clause (B), (i) no Event of Default has occurred or is continuing at the time of such license; (ii) the license constitutes an arms-length transaction, the terms of which, on their face, do not provide for a sale or assignment of any Intellectual Property and do not restrict the ability of Borrower or any of its Subsidiaries, as applicable, to pledge, grant a security interest in or lien on, or assign or otherwise Transfer any Intellectual Property; (iii) in the case of any exclusive license, (x) Borrower delivers ten (10) days’ prior written notice and a brief summary of the terms of the proposed license to Collateral Agent and the Lenders and delivers to Collateral Agent and the Lenders copies of the final executed licensing documents in connection with the exclusive license promptly upon consummation thereof, and (y) any such license could not result in a legal transfer of title of the licensed property but may be exclusive in respects other than territory and may be exclusive as to territory only as to discrete geographical areas outside of the United States; and (iv) all upfront payments, royalties, milestone payments or other proceeds arising from the licensing agreement that are payable to Borrower or any of its Subsidiaries are paid to a Deposit Account that is governed by a Control Agreement.

  • Third Party Licenses has the meaning set forth in Section 3.

  • Intellectual Property Licenses means all licenses, sublicenses and other agreements by or through which other Persons, including Seller’s Affiliates, grant Seller exclusive or non-exclusive rights or interests in or to any Intellectual Property that is used in or necessary for the conduct of the Business as currently conducted.

  • Scheduled Uptime means the total minutes in the reporting month less the total minutes represented by the Scheduled Downtime.

  • scheduled agreement means the agreement of which a copy is set out in Schedule 1;

  • IP Licenses shall have the meaning set forth in Section 3.12(a) hereof.

  • CREFC® Intellectual Property Royalty License Fee With respect to each Mortgage Loan (including any REO Mortgage Loan) and for any Distribution Date, the amount accrued during the related Interest Accrual Period at the CREFC® Intellectual Property Royalty License Fee Rate on, in the case of the initial Distribution Date, the Cut-Off Date Balance of such Mortgage Loan and, in the case of any subsequent Distribution Date, the Stated Principal Balance of such Mortgage Loan as of the close of business on the Distribution Date in the related Interest Accrual Period; provided that such amounts shall be computed for the same period and on the same interest accrual basis respecting which any related interest payment due or deemed due on the related Mortgage Loan is computed and shall be prorated for partial periods. For the avoidance of doubt, the CREFC® Intellectual Property Royalty License Fee shall be payable from the Lower-Tier REMIC.

  • Permits and Licenses means any approval, consent, license, permit, waiver, exception, variance or other authorization issued, granted, given, or otherwise made available by or under the authority of a government or governmental agency or under any applicable law, regulation, rule or order.

  • Patent Licenses means all licenses, contracts or other agreements, whether written or oral, naming any Grantor as licensee or licensor and providing for the grant of any right to manufacture, use or sell any invention covered by any Patent (including, without limitation, all Patent Licenses set forth in Schedule II hereto).

  • Scheduled COD or “Scheduled Commercial Operation Date” shall mean the date …………………. (Insert a date within 12 (twelve) months from the date of execution of the PPA.)

  • CREFC® Intellectual Property Royalty License Fee Rate With respect to each Mortgage Loan, a rate equal to 0.0005% per annum.

  • Intellectual Property License means any license, sublicense, right, covenant, non-assertion, permission, immunity, consent, release or waiver under or with respect to any Intellectual Property Rights or Technology.

  • Business Licenses has the meaning ascribed to it in Section 1.01(a)(x).

  • Intellectual Property License Agreement means the license agreement with respect to certain Excluded Intellectual Property, substantially in the form of Exhibit B attached hereto.

  • Intellectual Property Contracts means all agreements concerning Intellectual Property, including without limitation license agreements, technology consulting agreements, confidentiality agreements, co-existence agreements, consent agreements and non-assertion agreements.

  • Trademark Licenses means all licenses, contracts or other agreements, whether written or oral, naming any Grantor as licensor or licensee and providing for the grant of any right concerning any Trademark, together with any goodwill connected with and symbolized by any such trademark licenses, contracts or agreements and the right to prepare for sale or lease and sell or lease any and all Inventory now or hereafter owned by any Grantor and now or hereafter covered by such licenses (including, without limitation, all Trademark Licenses described in Schedule II hereto).

  • IP Contracts means a Contract granting or purporting to grant to Sellers rights in the Licensed Patents and the Licensed Marks.

  • FCC Licenses means a License issued or granted by the FCC.

  • Excluded License means an open source or other software license that requires, as a condition of license, use, modification, distribution or conveyance, that (a) the code be disclosed or distributed in source code form; (b) others have the right to modify or create derivative works of it; and/or (c) the code becomes redistributable at no charge.

  • Licenses means all licenses, permits, certificates of authority, authorizations, approvals, registrations, franchises, and similar consents granted or issued by any Person and are associated with or necessary to operate the Company and/or used in connection with the Business.

  • Licenses and Permits means, collectively, all of Seller’s right, title and interest, to the extent assignable, in and to licenses, permits, certificates of occupancy, approvals, dedications, subdivision maps and entitlements now or hereafter issued, approved or granted by the Authorities in connection with the Real Property and the Improvements, together with all renewals and modifications thereof.

  • IP Agreements means all material Copyright Licenses, Patent Licenses, Trademark Licenses, and all other agreements, permits, consents, orders and franchises relating to the license, development, use or disclosure of any material Intellectual Property to which a Pledgor, now or hereafter, is a party or a beneficiary, including, without limitation, the agreements set forth on Schedule III hereto.

  • Customer Contracts has the meaning set forth in Section 2.1(b)(ii)(A).