Specified IP Rights definition

Specified IP Rights has the meaning set forth in Section 2.3(a)(v).
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Specified IP Rights means all IP Rights in which Seller or its Affiliates have (or purport to have) an ownership interest or a license or similar right in any field or territory and which (A) claim, cover or are embodied in, or are otherwise necessary for the development, manufacture, sale, marketing, distribution or use of, any of the Specified Products, or (B) are otherwise material to the manufacture, marketing or sale of the Specified Products as being conducted as of the date of this Agreement, including in each case of the preceding clauses “(A)” and “(B)” all In-Licensed Rights.
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Specified IP Rights means all IP Rights in which Seller has (or purports to have) an ownership interest and which (A) claim, cover or are embodied in, or are otherwise necessary for the manufacture, sale, marketing, distribution or use of, the Specified Product or any other Product or Compound, or (B) are otherwise material to the manufacture, marketing or sale of the Specified Product or any other Product or Compound as being conducted as of the date of this Agreement.
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Examples of Specified IP Rights in a sentence

  • Part 2.3(e) of the Disclosure Schedule sets forth a true, complete and accurate list of all agreements in effect as of the date of this Agreement under which Seller or any of its Affiliates has licensed, sublicensed, granted or conveyed to any third party any right, title or interest in or to any Specified IP Rights (the “Out-Licensed Rights”).

  • Private residential areas: Smoking is prohibited in all private balconies, private patios, and private non-enclosed areas in all attached residential developments with two (2) or more dwelling units.

  • Recycling of MHCI was measured after 30 min from the release of the LatA block, whereas Tfn recycling was measured after 10 min from the incubation in complete medium.

  • In connection with the Specified Product, the Seller has complied in all material respects with all applicable Legal Requirements and with all applicable contractual requirements relating to the placement of legends or assertion of restrictive markings on any Specified IP Rights delivered or provided to the U.S. Government.

  • The answer is negative, because we would miss the generalization that attachment of -achtig to verbs and adjectives is productive and systematic as well.

  • To the Knowledge of Seller, as of the date of this Agreement, no Specified IP Rights are being infringed or misappropriated by any third party.

  • Seller has not received written notice from any Person, including without limitation the U.S. Patent and Trademark Office or any foreign equivalent governmental administrative agency for patent matters (“Governmental Patent Authority”) challenging in writing the right, title or interest of Seller or any Specified Affiliate in, to or under any Specified IP Rights, or the validity or enforceability of any Patent Rights included in the Specified IP Rights.

  • Except as set forth on Part 2.3(d) of the Disclosure Schedule, Seller is the sole and exclusive owner of the Specified IP Rights, free and clear of any Liens (other than Permitted Liens).

  • All Specified IP Rights previously delivered to the U.S. Government related to the Specified Product have been marked with the appropriate restrictive markings provided for by the FAR, agency FAR supplement, and contract terms, as applicable.

  • Except as set forth on Part 2.8(q) of the Disclosure Schedule, to the Knowledge of Seller, none of the Specified IP Rights have been developed under any contract with the U.S. Government such that some or all of the Specified IP Rights are subject to the restrictions in the Bayh-Dole Act or other applicable federal regulations that apply to government funded intellectual property.


More Definitions of Specified IP Rights

Specified IP Rights means the Specified Ex-U.S. IP Rights and the Specified U.S. IP Rights.
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Specified IP Rights has the meaning set forth in Section 1.1(a).
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Specified IP Rights means all IP Rights in which Seller has (or purports to have) an ownership interest and which (A) claim, cover or are embodied in, or are otherwise necessary for the manufacture, sale, marketing, distribution or use of, the Specified Product or any other Product or Compound, or (B) are otherwise material to the manufacture, marketing or sale of the Specified Product or any other Product or Compound as being conducted as of the date of this Agreement. (v) “Trade Secrets” means any trade secrets, or any confidential inventions (whether patentable or unpatentable, whether or not reduced to practice, whether or not in an invention disclosure and whether or not in writing), processes, formulae, developments, discoveries, technology, compounds, probes, sequences, technical information and data, software, methods, biological materials, bioassays, clones, molecules, protocols, reagents, experiments, lab results, tests, know-how, concepts, ideas, processes, research and development information and results, customer lists, supplier lists, pricing and cost information, business and marketing plans, strategies or other confidential information or materials which in the reasonable business judgment of the owner thereof have value or confer a competitive advantage to such owner due to being not generally known or not publicly disseminated. (vi) “Trademark Rights” means all trademarks, registered trademarks, applications for registration of trademarks, service marks, registered service marks, applications for registration of service marks, trade names, registered trade names and applications for registration of trade names, service names, brand names, trade dress rights, logos, taglines and slogans, together with the goodwill associated with any of the foregoing; and including all intent to use any of the foregoing if not registered or subject to a pending application. (b) Registered IP. Part 2.3(b) of the Disclosure Schedule sets forth a true, complete and accurate list of all of the Patent Rights, all registered Trademark Rights (or Trademark Rights for which applications for registration have been filed), and registered Copyrights owned by Seller and included in the Specified IP Rights or exclusively licensed to Seller pursuant to a Currently Effective Specified Contract, setting forth, as applicable, the jurisdictions in which patents have been issued and patent applications have been filed and trademarks have been registered and trademark applications have been file...
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Specified IP Rights has the meaning set forth in Section 2.3(a)(iv). “Specified Inventory” has the meaning set forth in Section 1.1(g). “Specified Manufacturing Contracts” means those Specified Contracts that are specifically identified as “Specified Manufacturing Contracts” on Schedule 1.1(b). “Specified Patent Rights” means (a) the Patent Rights included in the Specified Assets on the Closing Date, and (b) any Patent Rights corresponding or claiming priority to any of the Patent
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Specified IP Rights is hereby added to Section 1.1 of the Guarantee and Collateral Agreement to read as follows:
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Specified IP Rights means, whether related to use in the United States or in another country, (i) any and all patents (including design patents, industrial designs and utility models) and patent applications (including docketed patent disclosures awaiting filing, reissues, divisions, continuations, continuations-in-part and extensions), patent disclosures awaiting filing determination, inventions and improvements thereto, (ii) trademarks, service marks, certification marks, trade names, brand names, trade dress, logos, business and product names, slogans, and registrations and applications for registration thereof, (iii) copyrights (including software) and registrations thereof, (iv) inventions, processes, formulae, trade secrets, know-how, product specifications and industrial models, and (v) computer software and domain names, in the case of each of the foregoing together with all goodwill directly or indirectly associated therewith, in each case owned by Holdings, Borrower or any Domestic Subsidiary, including, without limitation, the patents and trademarks that are referred to on Schedule A hereto, all rights to xxx at law or in equity for any infringement or other impairment of the foregoing including the right to receive all proceeds and damages therefrom, and any other claim by Grantor against third parties for past, present or future infringement of the foregoing.”
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Related to Specified IP Rights

  • Company IP Rights means (a) any and all Intellectual Property used in the conduct of the business of the Company or any of its Subsidiaries as currently conducted, and (b) any and all other Intellectual Property owned by the Company or any of its Subsidiaries.

  • Licensed IP Rights means, collectively, the Licensed Patent Rights and the Licensed Know-How Rights.

  • IP Rights has the meaning specified in Section 5.17.

  • Company-Owned IP Rights means Company IP Rights that are owned by the Company or any of its Subsidiaries.

  • Intellectual Property Licenses means (i) any grant by the Company to another Person of any right, permission, consent or non-assertion relating to or under any of the Purchased Intellectual Property and (ii) any grant by another Person to the Company of any right, permission, consent or non-assertion relating to or under any third Person’s Intellectual Property.

  • Intellectual Property License Agreement shall have the meaning set forth in Section 6.11.

  • Intellectual Property Rights (IPR) (11/18) means any patent rights, copyrights, trade secrets, trade names, service marks, trademarks, trade dress, moral rights, know-how and any other similar rights or intangible assets to which rights of ownership accrue, and all registrations, applications, disclosures, renewals, extensions, continuations, or reissues of the foregoing now or hereafter in force. “Key Personnel” (11/18) means the specific individuals identified in Section 3.11 to fill Key Positions.

  • Licensed Intellectual Property Rights means all Intellectual Property Rights owned by a third party and licensed or sublicensed to either the Company or any of its Subsidiaries.

  • 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.

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Company Licensed Intellectual Property means all Intellectual Property that is licensed to the Company or a Subsidiary by any third party.

  • 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.

  • Licensed Intellectual Property means Intellectual Property licensed to the Company pursuant to the Company IP Agreements.

  • Intellectual Property Right means any patent, patent right, trademark, trademark right, trade name, trade name right, service xxxx, service xxxx right, copyright and other proprietary intellectual property right and computer program.

  • Background Intellectual Property Rights means Intellectual Property Rights owned, controlled or furnished by either Party other than Foreground Intellectual Property Rights.

  • Intellectual Property Rights or IPR means copyright, rights related to or affording protection similar to copyright, rights in databases, patents and rights in inventions, semi-conductor topography rights, trade marks, rights in internet domain names and website addresses and other rights in trade or business names, designs, Know-How, trade secrets and other rights in Confidential Information; applications for registration, and the right to apply for registration, for any of the rights listed at (a) that are capable of being registered in any country or jurisdiction; and all other rights having equivalent or similar effect in any country or jurisdiction;

  • Company Intellectual Property Rights means Intellectual Property Rights owned by or purported to be owned by, or exclusively licensed to, the Company or any of its Subsidiaries.

  • Intellectual Property Agreement means the Intellectual Property Agreement substantially in the form attached hereto as Exhibit C.

  • Joint Intellectual Property Rights means any work under the Subcontract, which:

  • Registered Intellectual Property Rights means all Intellectual Property Rights that are the subject of an application, certificate, filing, registration, or other document issued by, filed with, or recorded by, any Governmental Authority in any jurisdiction.

  • Parent Intellectual Property means any Intellectual Property that is owned by, or exclusively licensed to, Parent.

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

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

  • Transferred Intellectual Property means (i) all Intellectual Property Rights owned by the Acquired Companies, (ii) the Transferred Trademarks, (iii) the Transferred Patents, (iv) the Transferred Domains, and (v) all other Intellectual Property Rights owned by Sellers or their respective Affiliates as of the Closing Date that are exclusively used in or are exclusively related to the development, manufacture, marketing, use or sale of the Business Products.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Intellectual Property Matters Agreement shall have the meaning set forth in the Separation and Distribution Agreement.