Transferred IP Rights definition

Transferred IP Rights means the Transferred Domain Names and the Transferred Websites.

Transferred IP Rights means (i) the Transferred Trademark Rights and (ii) solely for purposes of Section 4.09, the IP Rights licensed or granted under the License.

Transferred IP Rights has the meaning set forth in the IPMA

Examples of Transferred IP Rights in a sentence

• This Section 4.05 does not relate to Legal Proceedings relating solely to Transferred IP Rights, which are the subject of Section 4.09.

• Transaction-Connected Sublicenses under this Section 6.2 may only be granted in a bona fide transaction not designed for the purpose of immunizing the grantee from the assertion of the Transferred IP Rights by Licensee.

• After the Closing Date Seller must give to Purchaser all information and assistance that Purchaser or Cellegy Australia reasonably requests to comply with, maintain or obtain any Authorisations or otherwise to enable Cellegy Australia to use and exploit the IP Rights and the Transferred IP Rights and to conduct its business.

• As contemplated by this Agreement, the purchase by (i) TRM ATM from the Parent, and the conveyance, assignment, transfer, and delivery to TRM ATM by Parent, of the Interests, and (ii) TRM Canada from EFC, and the conveyance, assignment, transfer, and delivery to TRM Canada by EFC, of the Transferred IP Rights, shall convey to the applicable Purchasers (or their applicable Affiliates) ownership of, or a valid right to use, all of the material Intellectual Property of the Base Business.

• To the extent consistent with Cellegy Australia's ownership and exploitation of the IP Rights and the Transferred IP Rights, each party agrees that it will not challenge the title of the other party to the patents claimed to be owned by the other party, oppose any issuance of a patent to the other party with respect thereto or challenge the validity of any such patent if issued, and will not cooperate with any third party in connection with any challenges to such rights.

More Definitions of Transferred IP Rights

Transferred IP Rights means (a) the Patents, Marks and other Registered Intellectual Property set forth in Section 1.1(f) of the Transferor Disclosure Schedules, and (b) any and all Intellectual Property Rights (other than Patents, Marks and other Registered Intellectual Property) owned by Guarantor or any of its Subsidiaries that are embodied by or in or used in the Transferred Software.

Transferred IP Rights means all Intellectual Property used solely in the operation of the Base Business, including but not limited to the Intellectual Property listed on Schedule 1.1C(c) hereto.

Transferred IP Rights has the meaning given to it in Clause 12.1;

Transferred IP Rights has the meaning given in the Framework Agreement and shall, for the avoidance of doubt, include but not be limited to the Trade Marks, Registered Designs, Copyright Registrations, Domain Names and the Other Intellectual Property Rights; "Copyright Registrations" means the copyright registrations and the applications (if applicable) short particulars of which are set out in Schedule 5;

Transferred IP Rights means all of Seller’s or any of its Affiliate’s right, title and interests in and to all Intellectual Property Rights primarily used by Seller or any Affiliate thereof in connection with the Business other than (x) software used by Seller that is commercially available pursuant to “shrink-wrap,” “click-through,” or other standard form license agreements; (y) all trademarks, service marks, trade dress, logos, trade names, domain names and corporate names, including the Retained Names and Marks, together with translations, adaptations, derivations and combinations thereof, and including goodwill associated therewith, and applications, registrations and renewals in connection therewith; and (z) and materials incidental to the items in (x) and (y) above. Transferred IP Rights shall specifically include all of Seller’s right, title and interest in and to ATM Pro and Postillion, all software installed on any ATM included in the Transferred ATM Equipment and all Customer, dealer and similar lists.

Transferred IP Rights means (i) the Patents listed on Schedule XX, (ii) the Marks listed on Schedule YY, (iii) the Internet Properties listed on Schedule ZZ, and (iv) all other Intellectual Property that is owned by Seller and/or is exclusively used or held for use in the operation of the Business.

Transferred IP Rights means (i) the Transferred Patent Rights and (ii) Auspex’s intellectual property rights in the Auspex Technology.