Transitional Intellectual Property License Agreement definition

Transitional Intellectual Property License Agreement shall have the meaning set forth in Section 7.11 hereof.
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Transitional Intellectual Property License Agreement means the Intellectual Property license agreement to be entered into as of the Closing Date, by and among PICA and Buyer or one of the Acquired Companies, providing for a license of the Intellectual Property used in the FSS Business set forth on Section 1.1(J) of the Seller Disclosure Letter, to be negotiated in good faith by Seller and Buyer prior to the Closing Date.
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Transitional Intellectual Property License Agreement shall have the meaning set forth in Section 7.5.
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Examples of Transitional Intellectual Property License Agreement in a sentence

  • At the Closing, Purchaser and Pfizer shall enter into, execute and deliver a transitional intellectual property license agreement substantially to the effect set forth in Exhibit D (the "Transitional Intellectual Property License Agreement").

  • Form of Transitional Intellectual Property License Agreement (FEMHRT) PURCHASE AND SALE AGREEMENT (FEMHRT) This Purchase and Sale Agreement (FEMHRT) (this "AGREEMENT") is made and entered into as of this 5th day of March, 2003 among Pfizer Inc., a Delaware corporation ("PFIZER"), Xxxxx (Chemicals) Limited, an Irish corporation ("PURCHASER"), and Xxxxx Holdings plc, a public limited company organized under the Laws of Northern Ireland ("PARENT").

  • At the Closing, Purchaser and Pfizer shall enter into, execute and deliver a transitional intellectual property license agreement in substantially the form set forth in Exhibit E (the "Transitional Intellectual Property License Agreement").

  • Transitional Intellectual Property License Agreement....................................

  • At the Closing, Purchaser and Pfizer shall enter into, execute and deliver a transitional intellectual property license agreement in substantially the form attached hereto as Exhibit D (the "Transitional Intellectual Property License Agreement").

  • Except as set forth in Schedule 5.18, the Conveyed Assets, together with the rights and services to be made available in the Transitional Services Agreement and the Transitional Intellectual Property License Agreement, will constitute as of the Closing Date sufficient assets, properties and rights necessary to conduct the Business in all material respects as currently conducted.

  • Form of Transitional Intellectual Property License Agreement (OCs) E.

Related to Transitional Intellectual Property License Agreement

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

  • 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.

  • 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.

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

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

  • IP License Agreement shall have the meaning set forth in Section 1.2.

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

  • 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 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 any Intellectual Property that is used in or necessary for the conduct of the Business as currently conducted to which Seller is a party, beneficiary or otherwise bound.

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

  • Company Intellectual Property Agreements means any Contract to which the Company or any Subsidiary is a party or is otherwise bound and (A) pursuant to which the Company or any Subsidiary has granted any rights with respect to any Company Intellectual Property or has been granted any rights with respect to any Third-Party Intellectual Property, or (B) that otherwise governs any Company Intellectual Property.

  • End User License Agreement means a license grant or end user license agreement governing software as further described in this Agreement or any applicable Appendix.

  • Third Party Licenses has the meaning set forth in Section 2.4.

  • Software License Agreement means the particular Software License Agreement to which these Terms and Conditions are attached and incorporated into by reference.

  • 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.

  • Technology License Agreement means the Technology License Agreement dated as of the date hereof between Allergan and ASTI.

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

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

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

  • CREFC® Intellectual Property Royalty License Fee With respect to each Mortgage Loan (including any REO Mortgage Loan) and for any Distribution Date, the amount accrued during the related Interest Accrual Period at the CREFC® Intellectual Property Royalty License Fee Rate on, in the case of the initial Distribution Date, the Cut-Off Date Balance of such Mortgage Loan and, in the case of any subsequent Distribution Date, the Stated Principal Balance of such Mortgage Loan as of the close of business on the Distribution Date in the related Interest Accrual Period; provided that such amounts shall be computed for the same period and on the same interest accrual basis respecting which any related interest payment due or deemed due on the related Mortgage Loan is computed and shall be prorated for partial periods. For the avoidance of doubt, the CREFC® Intellectual Property Royalty License Fee shall be payable from the Lower-Tier REMIC.

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

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

  • Intellectual Property (IP) means all copyright, rights in relation to inventions (including patent rights and unpatented technologies), plant varieties, registered and unregistered trademarks (including service marks), registered designs, confidential information (including trade secrets and know-how), mask-works and integrated circuit layouts, and all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields;

  • Scheduled Intellectual Property has the meaning set forth in Section 3.12(a).

  • 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.

  • 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.