Transferred IPR definition

Transferred IPR means (a) the Transferred Marks, (b) the Transferred Internet Properties, (c) the Transferred Trade Secrets, (d) the Transferred Copyrights, and (e) the Transferred Patents.
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Transferred IPR means all Intellectual Property Rights of Seller, including all Seller Registered IPR, Patent rights, Know-How and other Intellectual Property Rights of Seller relating to the Compound or necessary or useful for the development or commercialization of Products, but excluding the “1st Order” trademark.
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Transferred IPR means the Intellectual Property Rights in, to, embodied in or associated with the Products, including all Transferred Trademarks, Transferred Technology and Transferred Website.
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Examples of Transferred IPR in a sentence

  • Promptly following the execution and delivery of this Agreement, each of Buyer and Seller will cooperate in good faith to prepare and execute appropriate Contracts to convey or transfer the Transferred Assets, Transferred IPR and Assumed Liabilities held by Seller or its Subsidiaries to Buyer in connection with the Closing, or if so requested by Buyer, Subsidiaries of Buyer (the "Buyer Subsidiaries").

  • Seller will assist and cooperate with Buyer in the preparation of the Closing Statements, including by providing Buyer with reasonable access to any relevant personnel, books and records related to the Transferred Assets, the Transferred IPR and the Assumed Liabilities and historical financial data that are in Seller's possession.

  • With respect to any Transferred Assets, Transferred IPR or Assumed Liabilities, one or more bills of sale, assignment and assumption agreement, or similar conveyance documents as may be required under the Laws of the applicable jurisdiction to validly convey, assign and transfer such Transferred Assets, Transferred IPR or Assumed Liabilities (the "Conveyance Documents") may be used by Buyer or Seller in place of the Bills of Sale or the Assumption Agreement, as applicable.

  • Transferred IPR" means (a) the Transferred Marks, (b) the Transferred Internet Properties, (c) the Transferred Trade Secrets, (d) the Transferred Copyrights, and (e) the Transferred Patents.

  • Except for the express representations and warranties set forth in this Agreement, neither Seller nor any of its Subsidiaries makes any representation or warranty, express or implied, with respect to the Transferred Assets, the Transferred IPR and the Assumed Liabilities, which are being sold "AS IS" in all respects with all faults and without any other warranties of any kind.

  • Notwithstanding the foregoing, to the extent that any consents, novations or transfers applicable to the Transferred Assets, the Transferred IPR or the Assumed Liabilities are expressly addressed in the other Operative Agreements, such other provision shall be controlling and this Section 8.1 shall be deemed to apply only to the extent consistent with the intent of such other provision.


More Definitions of Transferred IPR

Transferred IPR means all Business Intellectual Property Rights transferred or required to be transferred by the Transferor Entities to the Company Subsidiaries in accordance with the BSPAs.
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Transferred IPR means all the intellectual property rights relating to the Transferred Businesses, a list of which is attached as Annexe A-6 to the Business Contribution Agreement.
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Transferred IPR means all Intellectual Property Rights owned, purported to be owned, or transferable by Seller or its Subsidiaries as of the Closing, including all Registered IP therein, including (i) the right to register, prosecute, maintain or record any of such Intellectual Property Rights with any Governmental Entity, (ii) the rights to damages and payments for past, present or future infringements or misappropriations of any such Intellectual Property Rights, and (iii) the goodwill of Seller’s business associated with the Trademarks included within such Intellectual Property Rights.
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Transferred IPR means (i) the Intellectual Property Rights in, to or embodied in the Products and (ii) the Copyrights in, to or embodied in the Substrate Designs.
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Transferred IPR has the meaning set forth in Section 2.1(a)(iii).
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Related to Transferred IPR

  • Transferred IP means the intellectual property rights set out in the Asset List.

  • Transferred Intellectual Property means (i) all Intellectual Property Rights owned by the Acquired Companies, (ii) the Transferred Trademarks, (iii) the Transferred Patents, (iv) the Transferred Domains, and (v) all other Intellectual Property Rights owned by Sellers or their respective Affiliates as of the Closing Date that are exclusively used in or are exclusively related to the development, manufacture, marketing, use or sale of the Business Products.

  • Transferred Patents means those Patents identified on Schedule 1.01(g).

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

  • Transferred Trademarks means all registered and common law Trademarks of Seller in any jurisdiction in the world, including the Product names and the Trademarks listed on Schedule 1.1(eeee).

  • Seller IP means (a) all Intellectual Property Rights in or pertaining to the Seller Products or methods or processes used or incorporated in the Seller Products, and (b) all other Intellectual Property Rights owned by or exclusively licensed to the Seller.

  • Company IP means all Intellectual Property Rights and Intellectual Property owned by or exclusively licensed to the Company.

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Purchased Intellectual Property has the meaning set forth in Section 1.2(g).

  • Transferred Assets has the meaning set forth in Section 2.1.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • Business IP means all (i) Intellectual Property used in, held for use in, or necessary for the operation of the Company Group’s business as currently conducted and (ii) Company Intellectual Property.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Company IP Rights means (a) any and all Intellectual Property used in the conduct of the business of the Company or any of its Subsidiaries as currently conducted, and (b) any and all other Intellectual Property owned by the Company or any of its Subsidiaries.

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Transferred Property shall have the meaning specified in Section 2.1(a) hereof.

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

  • Excluded IP has the meaning assigned to such term in the U.S. Security Agreement.

  • Licensed IP means the Intellectual Property owned by any person other than the Corporation and to which the Corporation has a license which has not expired or been terminated;

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.

  • Owned Company IP means the Intellectual Property that is owned by the Company or any of the Company Subsidiaries.

  • Owned IP means all of the Intellectual Property owned, or purported to be owned, by a Credit Party or any Subsidiary of a Credit Party.

  • Transferred Permits has the meaning set forth in Section 1.1(b).

  • Parent Intellectual Property means any Intellectual Property that is owned by, or exclusively licensed to, Parent.

  • Developed IP means any Intellectual Property Rights that are conceived or reduced to practice, or otherwise created or developed, by or on behalf of a Party, its Affiliates or sublicensees, alone or together with one or more Third Parties, during the Term in connection with the Development, Manufacture, or use of the Compound or any Product.

  • Intellectual Property Assets includes: