Standard IP Agreements definition

Standard IP Agreements means Contracts to which the Company is a party that (A) license to the Company generally commercially available, off-the-shelf software programs and software services licensed pursuant to standard terms for internal use and not used for purposes developing, providing, hosting, or supporting any Company Software and is not otherwise material to the conduct of the Company’s business, (B) are standard employee agreements and standard consulting or advisor agreement agreements, including proprietary information and inventions agreements entered into by Relevant Service Providers, pursuant to which such Relevant Service Provider has assigned Intellectual Property to the Company or received a non-exclusive license to use Owned Intellectual Property on behalf of the Company or granted a “background license” to the Company related to its work for the Company; (C) are nondisclosure and confidentiality agreements entered into in the ordinary course of business; (D) are feedback, trademark and other similar licenses that are incidental to any license to Intellectual Property, or (E) grant non-exclusive licenses by the Company for its products and services in the ordinary course of business.
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Standard IP Agreements means Contracts to which the Company is a party that (A) license to the Company generally commercially available, off-the-shelf software programs and software services licensed pursuant to standard terms for internal use and not used for purposes developing, providing, hosting, or supporting any Company Software and is not otherwise material to the conduct of the Company’s business, (B) are standard employee agreements and standard consulting or advisor agreement agreements, including proprietary information and inventions agreements entered into by Relevant Service Providers, pursuant to which such Relevant Service Provider has assigned Intellectual Property to the Company or received a non-exclusive license to use Owned Intellectual Property on behalf of the Company or granted a “background license” to the Company related to its work for the Company; (C) are nondisclosure and confidentiality agreements entered into in the ordinary course of business; (D) are feedback, trademark and other similar licenses that are incidental to any license to Intellectual Property, or (E) grant non-exclusive licenses by the Company for its products and services in the ordinary course of business. “Stock Purchase” has the meaning set forth in the Recitals. “Straddle Period” means any taxable period that includes (but does not end on) the Closing Date. “Subsidiary” means any corporation or other business Entity: (A) in which a Person owns (directly or indirectly, beneficially or of record) at least a 50% equity, beneficial or financial interest; (B) in which a Person owns (directly or indirectly, beneficially or of record) an amount of voting securities or other interests in such Entity that is sufficient to enable such Person to elect at least a majority of the members of
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Standard IP Agreements means Standard Inbound IP Agreements and Standard Outbound IP Agreements.
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Related to Standard IP Agreements

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

  • 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.

  • Intellectual Property Matters Agreement means the Intellectual Property Matters Agreement to be entered into by and between Parent and SpinCo or the members of their respective Groups in connection with the Separation, the Distribution or the other transactions contemplated by this Agreement, as it may be amended from time to time.

  • License Agreements shall have the meaning set forth in Section 8.11 hereof.

  • Company License Agreements means any license agreements granting any right to use or practice any rights under any Intellectual Property (except for such agreements for off-the-shelf products that are generally available for less than $25,000), and any written settlements relating to any Intellectual Property, to which the Company is a party or otherwise bound; and the term “Software” means any and all computer programs, including any and all software implementations of algorithms, models and methodologies, whether in source code or object code.

  • Interconnection Agreements means, collectively, (a) an agreement by and among Owner, TransÉnergie and ISO-NE that sets forth such parties’ respective rights and obligations following the interconnection at the U.S. Border of the NECEC Transmission Line with the Québec Line and (b) an agreement by and between Owner and ISO-NE that sets forth such parties’ respective rights and obligations following the interconnection at the Delivery Point of the NECEC Transmission Line with certain transmission facilities operated by ISO-NE. The Interconnection Agreements shall address cost responsibilities among entities other than the Distribution Company and the other RFP Sponsors and shall include provisions, both technical and otherwise, for safe and reliable interconnected operations of the HVDC Transmission Project following Commercial Operation (including use of the HVDC Transmission Project for the delivery of electric power in emergency circumstances).

  • IP Agreement is that certain Intellectual Property Security Agreement executed and delivered by Borrower to Bank dated as of the Effective Date.

  • Service Agreements means the agreements in the agreed form to be entered into between the Company and each of the Founders;

  • Intercompany License Agreement means any cost sharing agreement, commission or royalty agreement, license or sublicense agreement, distribution agreement, services agreement, intellectual property rights transfer agreement, any related agreements or similar agreements, in each case where all parties to such agreement are one or more of the Issuer or a Restricted Subsidiary.

  • VIE Agreements means the Exclusive Service Agreement, the Exclusive Call Option Agreement, the Shareholder Voting Rights Proxy Agreement and the Equity Pledge Agreement entered into by and among some or all of the Parties hereto on the same day this agreement is entered, including any supplemental agreements or amendments to such agreements, and any other agreements, contracts or legal documents executed or issued by one or more Parties and/or Party C’s affiliated enterprises from time to time to ensure the performance of the aforesaid agreements, signed or accepted by Party A in writing.

  • Third Party Agreements means any Contract between or among a Party (or any member of its Group) and any other Persons (other than the Parties or any member of their respective Groups) (it being understood that to the extent that the rights and obligations of the Parties and the members of their respective Groups under any such Contracts constitute Versum Assets or Versum Liabilities, or Air Products Retained Assets or Air Products Retained Liabilities, such Contracts shall be assigned or retained pursuant to Article II).

  • Existing Agreements means the [*****].

  • Support Agreements has the meaning set forth in the Recitals.

  • Sponsorship Agreement means a document that estab- lishes an advanced licensee as a sponsor for a basic licensee.

  • Development Agreements means all development, utility or similar agreements included in the Permitted Encumbrances.

  • Lock-Up Agreements means the lock-up agreements that are delivered on the date hereof by each of the Company’s officers and directors, in the form of Exhibit A attached hereto.

  • Intellectual Property Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to sue, waivers, releases, permissions and other Contracts, whether written or oral, relating to any Intellectual Property that is used or held for use in the conduct of the Business as currently conducted or proposed to be conducted to which Seller is a party, beneficiary or otherwise bound.

  • Cross License Agreement means that certain Cross License Agreement between and among Medarex, Cell Genesys, Inc., Abgenix, Inc., Xenotech, L.P. and Japan Tobacco Inc., dated March 26, 1997.

  • Partnership Agreements means the partnership agreements together with all agreements, certificates and other documents provided to and approved by Lender and which govern the existence, operation and ownership of the Partnerships.

  • Patent License Agreement means the Patent License Agreement substantially in the form of Exhibit C.

  • Equity Agreements has the meaning set forth in Section 5.1.

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

  • Trademark License Agreement means that certain Trademark License Agreement in substantially the form attached hereto as Exhibit F.