Intellectual Property Sample Clauses

Intellectual Property. The Company and the Subsidiaries have, or have rights to use, all patents, patent applications, trademarks, trademark applications, service marks, trade names, trade secrets, inventions, copyrights, licenses and other intellectual property rights and similar rights necessary or required for use in connection with their respective businesses as described in the SEC Reports and which the failure to so have could have a Material Adverse Effect (collectively, the “Intellectual Property Rights”). None of, and neither the Company nor any Subsidiary has received a notice (written or otherwise) that any of, the Intellectual Property Rights has expired, terminated or been abandoned, or is expected to expire or terminate or be abandoned, within two (2) years from the date of this Agreement. Neither the Company nor any Subsidiary has received, since the date of the latest audited financial statements included within the SEC Reports, a written notice of a claim or otherwise has any knowledge that the Intellectual Property Rights violate or infringe upon the rights of any Person, except as could not have or reasonably be expected to not have a Material Adverse Effect. To the knowledge of the Company, all such Intellectual Property Rights are enforceable and there is no existing infringement by another Person of any of the Intellectual Property Rights. The Company and its Subsidiaries have taken reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.
Intellectual Property. Holdings, the Borrower and each of its Subsidiaries owns, or is licensed to use, all trademarks, tradenames, copyrights, technology, know-how and processes necessary for the conduct of its business as currently conducted except for those the failure to own or license which could not reasonably be expected to have a Material Adverse Effect (the "Intellectual Property"). To the best of the Borrower's knowledge, and except as set forth on Schedule 4.9, no claim has been asserted and is pending by any Person challenging or questioning the use of any such Intellectual Property or the validity or effectiveness of any such Intellectual Property, nor does the Borrower know of any valid basis for any such claim which could reasonably be expected to have a Material Adverse Effect. The use of such Intellectual Property by Holdings, the Borrower and its Subsidiaries does not infringe on the rights of any Person, except for such claims and infringements that, in the aggregate, could not reasonably be expected to have a Material Adverse Effect.
Intellectual Property. Each of the Borrower and its Subsidiaries owns, or is licensed to use, all trademarks, tradenames, copyrights, patents and other intellectual property material to its business, and the use thereof by the Borrower and its Subsidiaries does not infringe upon the rights of any other Person, except for any such infringements that, individually or in the aggregate, could not reasonably be expected to result in a Material Adverse Effect.
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Intellectual Property: Everything you need to know

Intellectual Property (IP) is any product, work, or invention from human creativity, such as artistic works, symbols, designs, and images used in business. Intellectual Property is protected by the law in many forms.

Patents, trademarks, and copyrights enable individuals to gain recognition along with financial benefits from their creations. The IP system aims to create a balance between the interests of innovators and the public to create an environment where innovations can prosper.

Intellectual property rights are the rights given to the creators for their innovation. These rights remain exclusive for a certain period. When someone creates anything unique, the creator can claim ownership of their work with these rights. The owner of this content/product will have complete control over its usage.

Types of intellectual property rights

There are several types of Intellectual property rights. Some of them are:

Copyrights

The creativity of artists and writers like films, books, paintings, songs, and so on is guarded by these copyrights. This protection will live on for another 50 years, even after the death of the creator.

Copyrights secure the creator's works of authorship along with their rights to distribution, performance, public display, reproduction, and so on. The owners of these rights can deploy their works in the free market as property rights. The exclusive right to distribution that is provided by copyrights is particularly significant in the film industry.

In the filmmaking process, the distribution deals aid the finances of production by selling the right to distribute their movie. The distributors purchase these rights with an agreement to pay after the film is made.

This agreement is used to secure loans that help produce the movie. After the film is completed, an amount from distributors is used to pay these loans. Without copyrights, the producer will not have anything to offer the distributors, and thus, the film suffers financially. Copyrights also help the music and sound system that appear in movies. It ensures all the artists involved will be rewarded with fame and money for their hard work.

Trademarks

To distinguish the goods from different enterprises, trademarks are used. Trademarks are words, phrases, symbols or designs that distinguish the source of goods from another. Typically businesses trademark names, logos, or company taglines. For example, Tiffany & Co. has trademarked the color Tiffany Blue to be used on their promotional materials. Coca-cola has even trademarked the shape of their bottles.

We can also see these trademarks in the introduction of films specifying that the product is the work of a particular artist or director. Many famous movies such as Harry Potter, James Bond, and Lord of rings use trademarks to protect their titles and characters.

By featuring a reputed brand in the films, the producer can cash its popularity and increases relatability with the audience. Many movies and TV show characters are recognizable by a particular brand name. For example, The Yakult brand gains its popularity among many youngsters from the film To All The Boys I've Loved Before when Peret shows love for Lara Jean by bringing her favorite Yakult's.

Additionally, by marketing trademark-protected products, such as Yakult in our example, the producers can acquire another source of the avenue from these brands to build the finances of the film.

Patents

A patent is a special right granted to the creator, who will have complete rights over the content and can control who and if their content can be used or not. The patent owner will publish the technical data about the invention online in exchange for this right.

The patented technologies enhanced the film industry by providing a foundation on which the advertisements, along with the viewer's satisfaction, are based. For example, the implementation of Dolby Surround Sound in the year 1980 allowed the music composers and directors to develop rich sonic tapestries.

Trade Secrets

A trade secret is any confidential corporate information that gives any business a competitive advantage. Trade secrets can be as straightforward as Coca-Cola’s secret formula to distribution methods from Amazon. Other forms of trade secrets include: ad strategies, sales methods, lists of consumers, lists of vendors, production processes, and algorithms.

Trade secrets must be designated before they can be leaked, a person cannot state that they have a trade secret. Corporations typically use nondisclosure agreements or specifically state trade secrets in contracts when dealing with internal employees or partner companies.

Franchises

A franchise is a license that an individual, party, or company (franchisee) purchases that allows them to use another company’s (franchisor) name, trademark, processes, and company processes.

The franchisee is typically an entrepreneur who operates a store or franchise under the franchisor's name. The franchisor is typically paid an upfront fee as well as ongoing licensing fees. McDonald’s Corporation is a famous example of a franchise business.

Intellectual Property on the Balance Sheet

Many types of intellectual property are not listed on the balance sheet since it isn’t clear what the value of each asset is. Sometimes intangible assets such as patents are listed as property since they have an expiration date. These assets also have a value that is decreased over time by amortization.

Example of Intellectual Property in Film

Intellectual Property rights play the most critical role in the film industry when it comes to securing funds. The producer has to maintain clear documentation of all the IP rights to prevent problems in the sales of the film. The agreements with the scriptwriter, actors, and directors will enhance the financial requirements of the movie. Based on the jurisdiction, the director can also be identified as the joint owner, author, or story writer of the film.

Similarly, the producer has to negotiate an agreement with the actors. The legal status of the actors differs in countries. Some countries offer the actors related rights, whereas other countries hire actors to work as employees on the sets. Once the film is ready to be released and open for public viewing, the significance of IP rights is highlighted again.

To secure financing for a movie, Intellectual property rights play a crucial role. In a nutshell, IP rights are the most valuable asset to filmmakers that can be secured through copyrights, patents, trademarks, and industrial properties. They must be withheld despite challenges, as movie components like songs, scripts, and characters work, face the issue of ownership.

More Samples of Intellectual Property

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.
Intellectual Property. Except as disclosed in the Registration Statement and the Prospectus, the Company and its Subsidiaries own, possess, license or have other rights to use all foreign and domestic patents, patent applications, trade and service marks, trade and service mark registrations, trade names, copyrights, licenses, inventions, trade secrets, technology, Internet domain names, know-how and other intellectual property (collectively, the “Intellectual Property”), necessary for the conduct of their respective businesses as now conducted except to the extent that the failure to own, possess, license or otherwise hold adequate rights to use such Intellectual Property would not, individually or in the aggregate, have a Material Adverse Effect. Except as disclosed in the Registration Statement and the Prospectus (i) there are no rights of third parties to any such Intellectual Property owned by the Company and its Subsidiaries; (ii) to the Company’s knowledge, there is no infringement by third parties of any such Intellectual Property; (iii) there is no pending or, to the Company’s knowledge, threatened action, suit, proceeding or claim by others challenging the Company’s and its Subsidiaries’ rights in or to any such Intellectual Property, and the Company is unaware of any facts which could form a reasonable basis for any such action, suit, proceeding or claim; (iv) there is no pending or, to the Company’s knowledge, threatened action, suit, proceeding or claim by others challenging the validity or scope of any such Intellectual Property; (v) there is no pending or, to the Company’s knowledge, threatened action, suit, proceeding or claim by others that the Company and its Subsidiaries infringe or otherwise violate any patent, trademark, copyright, trade secret or other proprietary rights of others; (vi) to the Company’s knowledge, there is no third-party U.S. patent or published U.S. patent application which contains claims for which an Interference Proceeding (as defined in 35 U.S.C. § 135) has been commenced against any patent or patent application described in the Prospectus as being owned by or licensed to the Company; and (vii) the Company and its Subsidiaries have complied with the terms of each agreement pursuant to which Intellectual Property has been licensed to the Company or such Subsidiary, and all such agreements are in full force and effect, except, in the case of any of clauses (i)-(vii) above, for any such infringement by third parties or any such pending or...
Intellectual Property. The Borrower and each of its Subsidiaries owns, or is licensed to use, all Intellectual Property necessary for the conduct of its business as currently conducted. No material claim has been asserted and is pending by any Person challenging or questioning the use of any Intellectual Property or the validity or effectiveness of any Intellectual Property, nor does the Borrower know of any valid basis for any such claim. The use of Intellectual Property by the Borrower and its Subsidiaries does not infringe on the rights of any Person in any material respect.
Intellectual Property. Each of the Company and its Subsidiaries owns or is duly licensed (and, in such event, has the unfettered right to grant sublicenses) to use all patents, patent applications, trademarks, trademark applications, trade names, service marks, copyrights, copyright applications, licenses, permits, inventions, discoveries, processes, scientific, technical, engineering and marketing data, object and source codes, know-how (including trade secrets and other unpatented and/or unpatentable proprietary or confidential information, systems or procedures) and other similar rights and proprietary knowledge (collectively, “Intellectual Property”) used in or necessary for the conduct of its business as now being conducted and as presently contemplated to be conducted in the future (collectively, the “Company Intellectual Property”). Section 3(k) of the Disclosure Schedule sets forth a list of all material Company Intellectual Property owned and/or used by the Company in its business. Except as set forth on the Disclosure Schedule, there are no rights of third parties to any of the Company Intellectual Property except through licensing agreements. Except as set forth on the Disclosure Schedule, there are no outstanding options, licenses or agreements of any kind relating to the Company Intellectual Property, nor is the Company bound by or a party to any options, licenses or agreements of any kind with respect to the Intellectual Property of any other person or entity (collectively, the “Third Party License Agreements”) other than such licenses or agreements arising from the purchase of generally available products, as to which the aggregate consideration paid by or due from the Company does not exceed $25,000 in value, or “off the shelf” products. All of the Third Party License Agreements are valid, binding and in full force and effect in all material respects and to the Company’s knowledge enforceable by the Company in accordance with their respective terms in all material respects, subject to general principles of equity or applicable bankruptcy, insolvency, reorganization, moratorium, liquidation or similar laws relating to, or affecting generally, the enforcement of creditorsrights and remedies. The Company is not in breach of any such Third Party License Agreements, other than such breaches as would not result, individually or in the aggregate, in a Material Adverse Effect. To the Company’s knowledge, no other party to any of the Third Party License Agreements is in...
Intellectual Property. Except as would not reasonably be expected to have a Material Adverse Effect on the Company, (a) the Company owns, or is licensed to use (in each case, free and clear of any Liens), all Intellectual Property (as defined herein) used in or necessary for the conduct of its business as currently conducted; (b) to the Knowledge of the Company, the use of any Intellectual Property by the Company does not infringe on or otherwise violate the rights of any Person and is in accordance with any applicable license pursuant to which the Company acquired the right to use any Intellectual Property; (c) to the Knowledge of the Company, no Person is challenging or infringing on or otherwise violating any right of the Company with respect to any Intellectual Property owned by or licensed to the Company; and (d) the Company has not received any written notice of any pending claim with respect to any Intellectual Property used by the Company and to the Knowledge of the Company no Intellectual Property owned or licensed by the Company is being used or enforced in a manner that would result in the abandonment, cancellation or unenforceability of such Intellectual Property. Each of the Technology Agreements (as defined herein) is in full force and effect and there is no Violation of any of such Technology Agreements.
Intellectual Property. (a) Each of the Company and each of its Subsidiaries owns or possesses sufficient legal rights to all patents, trademarks, service marks, trade names, copyrights, trade secrets, licenses, information and other proprietary rights and processes necessary for its business as now conducted and to the Company's knowledge, as presently proposed to be conducted (the "Intellectual Property"), without any known infringement of the rights of others. There are no outstanding options, licenses or agreements of any kind relating to the foregoing proprietary rights, nor is the Company or any of its Subsidiaries bound by or a party to any options, licenses or agreements of any kind with respect to the patents, trademarks, service marks, trade names, copyrights, trade secrets, licenses, information and other proprietary rights and processes of any other person or entity other than such licenses or agreements arising from the purchase of "off the shelf" or standard products.
Intellectual Property. The Company and its subsidiaries own or have the right to use all patents, trademarks, service marks, trade names, trademark registrations, service mark registrations, domain names and other source indicators, copyrights and copyrightable works, know-how, trade secrets, systems, procedures, proprietary or confidential information and all other worldwide intellectual property, industrial property and proprietary rights (collectively, “Intellectual Property”) used in the conduct of their respective businesses as currently conducted and as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, except where such failure to own or possess such rights would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. The Company and its subsidiaries have not received any written notice of any claim that the Company or any of its subsidiaries, or the conduct of their respective businesses infringes, misappropriates, dilutes or otherwise violates any Intellectual Property of any person, which claim, if determined adversely to the Company, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. To the knowledge of the Company, the material Intellectual Property of the Company and its subsidiaries is not being infringed, misappropriated or otherwise violated by any person.