Effects of This Transaction. Except as set forth on Part 2.9(j) of the Company Disclosure Schedule, neither the execution, delivery, or performance of this Agreement (or any of the ancillary agreements) nor the consummation of any of the transactions contemplated by this Agreement (or any of the ancillary agreements) will, with or without notice or lapse of time, result in, or give any other Person the right or option to cause or declare, (a) a loss of, or Encumbrance on, any Company IP; (b) a breach of or default under any Company IP Contract; (c) the release, disclosure, or delivery of any Company IP by or to any escrow agent or other Person; or (d) the grant, assignment, or transfer to any other Person of any license or other right or interest under, to, or in any of the Company IP.
Appears in 3 contracts
Samples: Agreement and Plan of Merger and Reorganization (Website Pros Inc), Agreement and Plan of Merger and Reorganization (Website Pros Inc), Agreement and Plan of Merger and Reorganization (WEB.COM, Inc.)
Effects of This Transaction. Except as set forth on in Part 2.9(j2.9(i) of the Company Disclosure Schedule, neither the execution, delivery, or performance of this Agreement (or any of the ancillary agreements) nor the consummation of any of the transactions contemplated by this Agreement (or any of the ancillary agreements) will, with or without notice or lapse of time, result in, or give any other Person the right or option to cause or declare, (ai) a loss of, or Encumbrance on, any Company IP; (bii) a breach of or default under any Company IP Contract; (ciii) the release, disclosure, or delivery of any Company IP by or to any escrow agent or other Person; or (div) the grant, assignment, or transfer to any other Person of any license or other right or interest under, to, or in any of the Company IP.
Appears in 2 contracts
Samples: Agreement and Plan of Merger and Reorganization (Poseida Therapeutics, Inc.), Agreement and Plan of Merger and Reorganization (Poseida Therapeutics, Inc.)
Effects of This Transaction. Except as set forth on Part 2.9(j) of the Company Disclosure Schedule, neither Neither the execution, delivery, delivery or performance of this Agreement (or any of the ancillary agreements) other agreements referred to in this Agreement nor the consummation of any of the transactions contemplated by this Agreement (or any of the ancillary agreements) such other agreement will, with or without notice or the lapse of time, result in, in or give any other Person the right or option to cause or declare, : (ai) a loss of, or Encumbrance Lien on, any Company IP; (bii) a breach of any Contract listed or default under any Company IP Contractrequired to be listed in Sections 2.13(a)(iii) and 2.13(a)(iv) of the Disclosure Schedule; (ciii) the release, disclosure, disclosure or delivery of any Company IP by or to any escrow agent or other Person; or (div) the grant, assignment, assignment or transfer to any other Person of any license or other right or interest under, to, to or in any of the Company IP.
Appears in 1 contract
Effects of This Transaction. Except as set forth on in Part 2.9(j) of the Company Disclosure Schedule, neither the execution, delivery, or performance of this Agreement (or any of the ancillary agreements) nor the consummation of any of the transactions contemplated by this Agreement (or any of the ancillary agreements) will, with or without notice or lapse of time, result in, or give any other Person the right or option to cause or declare, (a) a loss of, or Encumbrance on, any Company IP; (b) a breach of or default under any Company IP Contract; (c) the release, disclosure, or delivery of any Company IP by or to any escrow agent or other Person; or (d) the grant, assignment, or transfer to any other Person of any license or other right or interest under, to, or in any of the Company IP.
Appears in 1 contract
Samples: Agreement and Plan of Merger And (Dot Hill Systems Corp)
