Intellectual Property Documents Sample Clauses

Intellectual Property Documents. Agreements relating to the granting to Lender of a security interest in Intellectual Property of Borrower to the extent applicable in a form suitable for filing with the appropriate federal filing office.
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Intellectual Property Documents. Agreements relating to the granting to Lender of a security interest in Intellectual Property of Borrowers and the other Credit Parties to the extent applicable in a form suitable for filing with the appropriate Federal filing office.
Sample 1
Intellectual Property Documents. Evidence of Seller’s authorization to its intellectual property counsel to deliver files relating to the Transferred Intellectual Property Rights to Buyer’s counsel; and
Sample 1
Intellectual Property Documents. Without limiting the generality of Section 4.8.5.2, the Company Group enforces a policy of requiring (a) each Company Employee to execute and deliver to the Combined Company a valid Company NDA and (b) each other Company Person involved in the development of Company IP to execute and deliver to the Combined Company a valid Company PRC. All Current Company Employees have executed a Company NDA. Copies of all Company NDAs and Company PRCs for Current Company Employees and Current Company Independent Contractors have been made available to Parent. The Company NDAs, the Company PRCs and/or Applicable Law (a) appropriately protect the Company IP and all Intellectual Property and confidential or proprietary information of any other Person to whom the Company Group has a legal, fiduciary, contractual or other obligation of confidentiality or non-disclosure and (b) assign to the Combined Company and waive all rights in and to any Company IP that are developed by any Company Persons. Without 36 limiting the generality of Section 4.8.5.2, all Intellectual Property and other rights in and to all Company IP developed or otherwise created or conceived by each Company Person (including without limitation all Company Employees) in the course of his, her or its employment with or engagement by the Combined Company or any of its predecessors in interest have vested in or been fully assigned to the Combined Company and waived by the Company Person, either by operation of Law or pursuant to a valid Company PRC ("Vested IP Rights"). Any and all documents (other than Company NDAs or Company PRCs) purporting to perfect such assignments and waivers have been completed, made available to Parent and, with respect to Company Patents, filed by the Combined Company with the appropriate Governmental Authorities. Upon consummation of the transactions contemplated hereby and in the Ancillary Agreements, Parent or the Merger Sub (without consent or the creation of any Encumbrance) shall have full right to all of the Combined Company's rights in and to and arising under any Vested IP Rights), and full right to enforce the terms of any Company NDA or Company PRC. The consummation of the Merger, the Stock Purchase and the transactions contemplated by this Agreement and the Ancillary Agreements will not materially alter or impair the Combined Company's rights to and interests in any Company IP (including all Vested IP Rights or any other rights under any Company PRC or Company NDA. There are...
Sample 1
Intellectual Property Documents. 10 Transfer There transfer to the Client instead of licence. 12 Fees [if any] The only fees payable by the Client for its rights under this clause are:   15 Publicity Consent to publicity is required from both the Client1
Sample 1
Intellectual Property Documents. Seller shall have each executed and caused to be delivered to Buyer the following:
Sample 1
Intellectual Property Documents. As soon as reasonably practicable following the Effective Date, and in no event later than the Closing Date, Seller shall deliver to Purchaser accurate copies of all Owned Intellectual Property and all files of Seller related to the prosecution and maintenance of each such Owned Intellectual Property.
Sample 1
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Intellectual Property Documents. Buyer shall have received, to its satisfaction, all of the Intellectual Property Documents.
Sample 1

Related to Intellectual Property Documents

  • Intellectual Property Agreements Borrower shall not permit the inclusion in any material contract to which it becomes a party of any provisions that could or might in any way prevent the creation of a security interest in Borrower's rights and interests in any property included within the definition of the Intellectual Property Collateral acquired under such contracts.

  • Intellectual Property, etc Each of Holdings and each of its Subsidiaries owns or has the right to use all domestic and foreign patents, trademarks, permits, domain names, service marks, trade names, copyrights, licenses, franchises, inventions, trade secrets, proprietary information and know-how of any type, whether or not written (including, but not limited to, rights in computer programs and databases) and formulas, or other rights with respect to the foregoing, and has obtained assignments of all leases, licenses and other rights of whatever nature, in each case necessary for the conduct of its business, without any known conflict with the rights of others which, or the failure to obtain which, as the case may be, individually or in the aggregate, has had, or could reasonably be expected to have, a Material Adverse Effect.

  • Intellectual Property Matters A. Definitions

  • Intellectual Properties (a) All ownership, copyright, patent, trade secrecy and other rights in all works, designs, inventions, ideas, manuals, improvements, discoveries, processes, customer lists or other properties (the "Intellectual Properties") made or conceived by Executive during the term of his/her employment by the Company shall be the rights and property solely of the Company, whether developed independently by Executive or jointly with others, and whether or not developed or conceived during regular working hours or at the Company's facilities, and whether or not the Company uses, registers, or markets the same.

  • Intellectual Property Warranty CONTRACTOR represents and warrants that its performance of all obligations under this Contract does not infringe in any way, directly or contributorily, upon any third party’s intellectual property rights, including, without limitation, patent, copyright, trademark, trade secret, right of publicity and proprietary information.

  • Intellectual Property Licenses Notwithstanding anything to the contrary contained in the TSA, and except as otherwise provided in Section 5.13 of the SPA, it shall be the responsibility of the Receiving Party (at the Receiving Party’s sole cost and expense) to obtain all licenses associated with the use of third party intellectual property, including but not limited to copyrights (e.g., software), trademarks and patents (and/or consents and extensions relating to such licenses), if any, necessary for the provision of Services to the Receiving Party during the Term. The Service Provider agrees to use commercially reasonable efforts to assist the Receiving Party in its negotiations with any licensors from whom the Receiving Party may require such a license (or consent or extension) during the Term. In the event the Receiving Party is unable to obtain a necessary license, consent or extension, the Services related to such license shall be removed from the scope of the TSA, without a reduction in fees or payments owed by the Receiving Party under the TSA. In all events, and in addition to (and not in limitation of) any similar rights that the Service Provider may have under the TSA, the Receiving Party shall indemnify, defend and hold the Service Provider harmless from and against any actions, liabilities and/or claims relating to the licenses and the license matters discussed in this provision. The Receiving Party’s obligation to pay any fees under this Section 1.5 shall apply whether or not such claims for fees arise from the Receiving Party’s continued or past access to or benefit from third party intellectual property. The Receiving Party also acknowledges the Service Provider’s right to initiate discussion with third party licensors that may involve the Receiving Party’s use of intellectual property. All negotiated agreements with third party licensors for the future use of or rights to intellectual property and associated services shall be at the cost of the Service Provider, provided that the Receiving Party shall bear the cost of incremental third party use fees which are specifically identified in the agreements with the third party licensors and which relate solely to the Receiving Party’s use (“Incremental License Fees”). Such Incremental License Fees shall be approved in advance in writing by the Receiving Party, which approval shall not be unreasonably withheld or delayed.

  • COPY RIGHT AND INTELLECTUAL PROPERTY 8.1. All information (inclusive of data, text, image) displayed in xxxx.xxxxxxxx.xxx.xx shall not be used or published in other channels without the express written permission of PAH. PAH has the right to use any available legal remedies which may include the demand for factual or statutory damages, solicitor's fees and injunctive relief for any violation of PAH's intellectual property rights.

  • Intellectual Property Ownership We, our affiliates and our licensors will own all right, title and interest in and to all Products. You will be and remain the owner of all rights, title and interest in and to Customer Content. Each party will own and retain all rights in its trademarks, logos and other brand elements (collectively, “Trademarks”). To the extent a party grants any rights or licenses to its Trademarks to the other party in connection with this Agreement, the other party’s use of such Trademarks will be subject to the reasonable trademark guidelines provided in writing by the party that owns the Trademarks.

  • New Intellectual Property The scope and potential value of intellectual property is very wide. It is sometimes difficult to identify, let alone to track. The provisions in this agreement are therefore thorough. As long as we do not know today ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ . ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■

  • COPYRIGHT AND INTELLECTUAL PROPERTY 5.1 Copyright

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