Transferred Intellectual Property definition

Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).

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

Transferred Intellectual Property means the Transferred Patents and Transferred Know-How.

Examples of Transferred Intellectual Property in a sentence

All Intellectual Property of the Seller Group other than Transferred Intellectual Property, including, without limitation, the Seller Retained Trademarks.
Subject to Section 2.04, the Purchaser or its Affiliate(s) will exclusively own, free and clear of all Liens (other than Permitted Liens), all right, title, and interest in and to all Transferred Intellectual Property immediately after the Closing Date.
Except as set forth in Section 4.14(a) of the Disclosure Letter, no Governmental Authority or university has sponsored any research or development conducted by a Seller Entity or other Subsidiary of Seller with respect to the Transferred Intellectual Property, or has any claim of right or ownership of or Lien on any Transferred Intellectual Property.
Except as set forth in Section 4.14(a) of the Disclosure Letter, no Seller Entity or other Subsidiary of Seller has sought, applied for or received any funding, resources or assistance from any Governmental Authority or university in connection with, or for the development or creation of any Transferred Intellectual Property.
After the Closing, other than the licenses and services to be provided by Purchaser to any Seller Entity through any Transaction Document, no Transferred Intellectual Property shall be used in the conduct of the Retained Businesses and no member of the Seller Group shall own or be the licensee of any Transferred Intellectual Property used in the conduct of the Business.

More Definitions of Transferred Intellectual Property

Transferred Intellectual Property means, with respect to each Specified Business, the Intellectual Property owned by Seller or its Affiliates and Related to such Specified Business, including that set forth on Schedule 1.1(r) of the Seller Disclosure Schedule and identified as Related to such Specified Business.

Transferred Intellectual Property has the meaning assigned to that term in Section 1.01(a)(iv).

Transferred Intellectual Property means any Intellectual Property (including without limitation, proceeds thereof) that was Transferred as permitted by the Credit Agreement.

Transferred Intellectual Property means all Intellectual Property included in the Transferred Assets.

Transferred Intellectual Property means the Intellectual Property listed on Attachment I to the Intellectual Property Matters Agreement.

Transferred Intellectual Property means the Intellectual Property set forth on Section 3.02(r)(2) of the Seller Disclosure Schedule, and any common law rights in such Intellectual Property, and all goodwill relating thereto.

Transferred Intellectual Property has the meaning set forth in Section 2.1 of this Agreement.