SpinCo Licensed IP definition

SpinCo Licensed IP means the SpinCo Licensed Software, the SpinCo Licensed Other IP (including all SpinCo Licensed Other IP embodied in the SpinCo Licensed Software) and the SpinCo Licensed Patents.
SpinCo Licensed IP means the Intellectual Property Rights (other than Trademarks or Registered IP) owned by SpinCo or any member of the SpinCo Group as of or immediately prior to the Effective Time that were used in the operation of the Parent Business as of or immediately prior to the Effective Time.

Examples of SpinCo Licensed IP in a sentence

  • The Parties hereby acknowledge and agree that, as between the Parties, Parent shall be the sole and exclusive owner of all right, title and interest in and to the Parent Licensed IP, and SpinCo shall be the sole and exclusive owner of all right, title and interest in and to the SpinCo Licensed IP.

  • No Parent Licensee shall challenge, in any country or jurisdiction, any SpinCo Licensor’s title to or ownership of the SpinCo Licensed IP or any rights therein, challenge any issuances or application of any Licensed Intellectual Property or challenge the validity of the SpinCo Licensed IP, this IP License Agreement or the license granted herein.

  • Parent Licensee shall not, and shall ensure that all Parent sublicensees do not, directly or indirectly, use, practice, or otherwise exploit any SpinCo Licensed IP outside of the Parent Field.

  • Effective as of the Effective Date and subject to the provisions of this Section 5.6, SpinCo, on behalf of itself and each member of the SpinCo Group, hereby grants to Parent and each member of the Parent Group a worldwide, irrevocable, perpetual, non-exclusive, fully paid-up and royalty-free license under the SpinCo Licensed IP to use, copy, distribute, modify, make, improve, disclose, display, and otherwise exploit such SpinCo Licensed IP in the current and future operation of the Parent Business.

  • The SpinCo Licensed IP is being licensed on an “as is,” “where is” basis.

  • Subject to the terms and conditions of this IP License Agreement, the license in, to and under the applicable SpinCo Licensed IP shall include the right to practice the same to make, have made, import, use, offer to sell, sell, and otherwise commercialize products and services solely in the Parent Field.

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  • With respect to Trade Secrets and other Intellectual Property Rights included in the SpinCo Licensed IP, to use, practice and otherwise exploit all current and future products and services of the Moon Business, and otherwise to conduct the Moon Business, in each case, solely in the Moon Field.

  • This Agreement, including the licenses granted hereunder, shall become effective on the Effective Time and shall continue thereafter in full force and effect unless and until terminated pursuant to Section 4.02 or the expiration of the last to expire of the SpinCo Licensed IP and the Parent Licensed IP, whichever is earlier.

  • Subject to the terms and conditions of this Agreement, SpinCo, on behalf of the SpinCo Group, hereby grants to the Parent Group a non-exclusive, royalty-free, fully paid-up, irrevocable, sublicensable (in connection with activities in the Parent Field of Use by Parent and its controlled Affiliates but not for the independent use of Third Parties), and worldwide license to the SpinCo Licensed IP solely within the Parent Field of Use (“Parent License”).


More Definitions of SpinCo Licensed IP

SpinCo Licensed IP means the SpinCo Licensed Know-How and SpinCo Licensed Patents.
SpinCo Licensed IP has the meaning set forth in Section 4.01.
SpinCo Licensed IP means, collectively, (A) the SpinCo Licensed Patents, (B) the SpinCo Codec, and (C) any and all Intellectual Property (other than Marks) licensed by SpinCo pursuant to Section 2.2(a)-(d) , in each case as and to the extent owned by any member of the SpinCo Group as of the Effective Time.
SpinCo Licensed IP means, collectively, (A) the SpinCo Licensed Patents, (B) the SpinCo Codec, and (C) any and all Intellectual Property (other than Marks) licensed by SpinCo pursuant to Section 2.2(a)-(d) and Section 2.2(g) .

Related to SpinCo Licensed IP

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

  • Company Licensed IP means all Intellectual Property rights owned or purported to be owned by a third party and licensed to the Company or any Company Subsidiary or that the Company or any Company Subsidiary otherwise has a right to use.

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

  • Company Licensed Intellectual Property means Intellectual Property Rights owned by any Person (other than a Group Company) that is licensed to any Group Company.

  • Sub-Licensee means all person/ agency with whom Licensee has executed sub license agreement as per terms and conditions of license agreement executed between DMRC and the Licensee, for commercial utilization of the Bare Spaces.

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

  • Licensed Patent Rights means: (a) Patent applications (including provisional patent applications and PCT patent applications) or patents listed in Appendix A, all divisions and continuations of these applications, all patents issuing from these applications, divisions, and continuations, and any reissues, reexaminations, and extensions of these patents; (b) to the extent that the following contain one or more claims directed to the invention or inventions disclosed in 2.9(a): (i) continuations-in-part of 2.9(a); (ii) all divisions and continuations of these continuations-in-part; (iii) all patents issuing from these continuations-in-part, divisions, and continuations; (iv) priority patent application(s) of 2.9(a); and (v) any reissues, reexaminations, and extensions of these patents; (c) to the extent that the following contain one or more claims directed to the invention or inventions disclosed in 2.9(a): all counterpart foreign and U.S. patent applications and patents to 2.9(a) and 2.9(b), including those listed in Appendix A; and (d) Licensed Patent Rights shall not include 2.9(b) or 2.9(c) to the extent that they contain one or more claims directed to new matter which is not the subject matter disclosed in 2.9(a).

  • Licensed Patents means (a) all United States patents and patent applications listed in Exhibit A, as modified pursuant to Section 2.6.1, including patents arising from such patent applications; and (b) any re-examination certificates thereof, and their foreign counterparts and extensions, continuations, divisionals, and re-issue applications; provided that “Licensed Patents” will not include any claim of a patent or patent application covering any Manufacturing Technology.

  • Sub-License means the sub-licensing of any space in the Station Development Assets and Project Utilities in the Station Development Project, by the Station Facility Manager to any licensee, in accordance with the Station Facility Management Agreement;

  • Co-licensed partner means a person who, with at least one other person, has the right to engage in

  • Transferred Technology has the meaning set forth in Section 2.3(a).

  • Joint Patent Rights means all Patent Rights claiming a Joint Invention.

  • Licensed Intellectual Property Rights means any and all Intellectual Property Rights owned by a Third Party and licensed or sublicensed to the Company or any of its Subsidiaries or for which the Company or any of its Subsidiaries has obtained a covenant not to be sued.

  • Transferred IP means all Intellectual Property and Intellectual Property Rights owned (whether exclusively, jointly with another Person, or otherwise) by Seller that is used in, or necessary for, or arises out of the operation of the Websites and Transferred Business as currently conducted, including all Intellectual Property Rights in or pertaining to the Transferred Website Content.

  • Third Party License means licenses from third parties governing third party software embedded or used in the Trading Platform.

  • Licensee Patents means any Patents within the Control of Licensee as of the Effective Date and at any time during the Term relating to the Product.

  • Developed IP means any and all Intellectual Property that is conceived or created, by either Party, or the Parties jointly, arising from the activities of one or both Parties pursuant to, or relating to this Agreement.

  • Licensed Technology means the Licensed Patents and the Licensed Know-How.

  • Assigned Patent Rights means all of the following, whether now owned or hereafter acquired or arising:

  • Program Patent Rights means any Patent Rights that contain one or more claims that cover Program Inventions.

  • Third Party Technology means all Intellectual Property and products owned by third parties and licensed pursuant to Third Party Licenses.

  • Transferred Intellectual Property has the meaning set forth in Section 2.1(k).

  • Product Intellectual Property means all of the following related to a Divestiture Product (other than Product Licensed Intellectual Property):

  • Licensee Technology means the Licensee Know-How and Licensee Patents.

  • Intellectual Property License Agreement means the Intellectual Property License Agreement in the form attached as Exhibit F to this Agreement.

  • Company Technology means all Technology owned by (or claimed to be owned by) the Company or any Company Subsidiary.