Licenses; Agreements. (i) The Company has not granted any options, licenses or agreements of any kind relating to any Company-Owned Intellectual Property outside of normal nonexclusive end use terms of service entered into by users of the Company Products in the ordinary course (copies of which have been provided to Acquirer), and the Company is not bound by or a party to any option, license or agreement of any kind with respect to any of the Company-Owned Intellectual Property.
Licenses; Agreements. The Company has not granted any option, right of first refusal or negotiation or other similar rights, licenses or agreements of any kind relating to any Company-Owned Intellectual Property outside of nonexclusive licenses, and the Company is not bound by or a party to any exclusive option, exclusive right of first refusal or negotiation or other similar exclusive right, license or agreement of any kind with respect to any of the Company-Owned Intellectual Property.
Licenses; Agreements. Section 2.8(i)(i) of the Company Disclosure Schedule sets forth a complete and accurate list of all Contracts under which the Company grants to a third party any rights under or with respect to any Company Owned Intellectual Property or Company Product, including licenses or service agreements with respect to any Company Product (each an “Outbound License Agreement”), other than non-exclusive end-user licenses or service agreements that do not differ in any material respect from Company’s standard form(s) made available to Acquiror and for which the total annual payments do not exceed $20,000 (“Standard Form Out-License”). Except for Outbound License Agreements made available to Acquiror and Standard Form Out-Licenses, the Company has not granted any options, licenses or agreements of any kind relating to any Company Owned Intellectual Property or Company Products, including any covenant or other provision that in any way limits or restricts the ability of the Company to use, assert, enforce, or otherwise exploit any Company Owned Intellectual Property or Company Products anywhere in the world. Section 2.8(i)(ii) of the Company Disclosure Schedule sets forth a complete and accurate list of all Contracts under which a third party grants to the Company any rights under or with respect to any Intellectual Property Rights or Technology included in or used in or in relation to (i) Company Products, or (ii) the operation of the Company’s business (each, an “Inbound License Agreement”), other than licenses for non-customized, commercially-available software licensed to the Company in object code form for an aggregate license fee of no more than $15,000 (“Shrink-Wrap Licenses”) and licenses of Open Source Materials.
Licenses; Agreements. (i) No Acquired Company has granted any options, licenses or agreements of any kind relating to any Company-Owned Intellectual Property outside of nonexclusive licenses on the Company’s unmodified standard forms (copies of which have been Made Available to Parent), and no Acquired Company is bound by or a party to any option, license or agreement of any kind with respect to any of the Company-Owned Intellectual Property.
Licenses; Agreements. No Group Company has granted any options, licenses or agreements of any kind relating to any Company Intellectual Property, and no Group Company is bound by or a party to any option, license or agreement of any kind with respect to any of the Company Intellectual Property. Except as set forth on Schedule 2.10(k), no Group Company is obligated to pay any royalties or other payments to third parties with respect to the marketing, sale, distribution, manufacture, license or use of any Company Products or Company Intellectual Property or any other property or rights.
Licenses; Agreements. Except as disclosed on Schedule 3.12(g) of the Disclosure Schedule, the Company has not granted any licenses relating to any Company-Owned IP Rights outside of nonexclusive licenses on the Company’s standard terms of use entered into by end users of the Company Products (copies of which have been made available to Buyer). Except as disclosed on Schedule 3.12(g)-1 of the Disclosure Schedule, the Company is not obligated to pay any royalties to third parties with respect to the marketing, sale, distribution, license or use of any Company Products or Company-Owned IP Rights in excess of $250,000 per annum. Except as disclosed on Schedule 3.12(g)-2 of the Disclosure Schedule, the Company has obtained valid, written licenses (sufficient for the conduct of the Business) to any and all Third Party Intellectual Property Rights that are incorporated into, integrated or bundled with, any of the Company Products, including, without limitation, all necessary music synchronization, master and public performance licenses, except in each case as would not cause a material and adverse effect on the Company. Except as disclosed on Schedule 3.12(g)-3 of the Disclosure Schedule, as of the Agreement Date, the Company is not subject to any Proceeding or outstanding Order restricting in any manner the use, transfer, or licensing by the Company of any Company-Owned IP Right, or which may affect the validity, use or enforceability of any such Company-Owned IP Right.
Licenses; Agreements. The Company has not granted any options, licenses or agreements of any kind relating to any Company Owned Intellectual Property outside of normal nonexclusive end use terms of service entered into by users of the Company Products in the ordinary course (copies of which have been made available to Acquirer’s counsel), nor is the Company bound by or a party to any option, license or agreement of any kind with respect to any of the Company Owned Intellectual Property. The Company is not obligated to pay any royalties or other payments to third parties with respect to the marketing, sale, distribution, manufacture, license or use of any Company Products or Company Owned Intellectual Property or any other property or rights.
Licenses; Agreements. Except as set forth in Schedule 4.4(a)(vii) of the Disclosure Letter, Seller has not granted any exclusive licenses to any Seller-Owned Intellectual Property, and Seller is not bound by or a party to any option with respect to any of Seller-Owned Intellectual Property.
Licenses; Agreements. (i) Schedule 2.11(i)(i) of the Disclosure Letter sets forth a true, complete and correct list of all Contracts pursuant to which third party Intellectual Property Rights have been licensed, covenanted or otherwise conveyed or provided to the Company (“Inbound Licenses”) (other than with respect to (A) generally commercially available software that is licensed on a non-exclusive basis to the Company, for an annual fee of less than Seventy Five Thousand Dollars ($75,000), (B) Open Source Materials, and (C) Intellectual Property Rights that have been assigned or licensed to the Company pursuant to the Company’s standard form of Author, master services or licensing agreements).
Licenses; Agreements. (i) No Group Company has granted any options, licenses or covenants of any kind relating to any Company-Owned Intellectual Property except for nonexclusive licenses or covenants granted to users of the Company Products in their Ordinary Course.
