OWNERSHIP RIGHTS DEFINED Sample Clauses

OWNERSHIP RIGHTS DEFINED. LICENSEE acknowledges the ownership of the Marks by LICENSOR, agrees that it will do nothing inconsistent with such ownership, and that all Use (and any other use thereof) of the Marks by LICENSEE and all good will developed there from shall inure to the benefit of and be on behalf of LICENSOR. LICENSEE agrees that nothing in this Agreement shall give LICENSEE any right, title, or interest in the Marks other than the right to Use the Marks in accordance with this Agreement and LICENSEE agrees that it will not attack the title of LICENSOR to the Marks, the validity of the Marks, any rights of LICENSOR that may have arisen from this Agreement, or the validity of this Agreement. LICENSOR has the right to use any Licensed Product designed and used by LICENSEE and/or LICENSOR as part of LICENSEE’S obligation under this Agreement in any manner LICENSOR may deem beneficial to the exploitation of the Marks anywhere in the world, including, but not limited to, the production, sale and distribution of the Licensed Products through a third party contractor or a new licensee, should this License expire or terminate for any reason (with no right to a Winding-Up Period) prior to the fulfillment of any outstanding orders or as otherwise necessary to protect the reputation and goodwill of the Marks. LICENSEE shall be entitled to reimbursement for actual out-of-pocket expenses associated with the duplication of art work, designs, patterns, etc. developed by LICENSEE (which shall be duplicated and forwarded to LICENSOR promptly after requested by LICENSOR) for use as set forth in this paragraph.
Sample 1
AutoNDA by SimpleDocs
OWNERSHIP RIGHTS DEFINED. SELLER acknowledges the ownership of the Marks and will do nothing inconsistent with such ownership, and that all Use (and any other use thereof) of the Marks by SELLER and all good will developed there from shall inure to the benefit of and be on behalf of BUYER upon closing of this transaction. BUYER agrees that nothing in this Agreement shall give SELLER any right, title, or interest in the Marks in accordance with this Agreement and SELLER agrees that it will not attack the title of BUYER to the Marks, the validity of the Marks, any rights of BUYER that may have arisen from this Agreement, or the validity of this Agreement.
Sample 1
OWNERSHIP RIGHTS DEFINED. LICENSEE acknowledges the ownership of the Xxxx by LICENSOR, agrees that it will do nothing inconsistent with such ownership, and that all Use (and any other use thereof) of the Xxxx by LICENSEE and all good will developed therefrom shall inure to the benefit of and be on behalf of LICENSOR. LICENSEE agrees that nothing in this Agreement shall give LICENSEE any right, title, or interest in the Xxxx other than the right to Use the Xxxx in accordance with this Agreement and LICENSEE agrees that it will not attack the title of LICENSOR to the Xxxx, the validity of the Xxxx, any rights of LICENSOR that may have arisen from this Agreement.
Sample 1

Related to OWNERSHIP RIGHTS DEFINED

  • Existing Definitions Section 1.2 of the Credit Agreement is hereby amended as follows:

  • UCC Definitions Unless otherwise defined herein or the context otherwise requires, terms for which meanings are provided in the UCC are used in this Security Agreement, including its preamble and recitals, with such meanings.

  • Incorporation of defined terms (a) Unless a contrary indication appears, a term defined in the Original Facility Agreement has the same meaning in this Agreement.

  • Glossary of Defined Terms Defined Terms Where Defined 9.1(c) Jurisdiction Section 9.1(d) Acquisition Proposal Section 8.3(f) Action Section 8.15(a) Agreement Preamble Applicable Laws Section 5.4(a) Assumed Awards Section 4.1(j) Assumed RSUs Section 4.1(g) Bonus Plan Participant Section 8.16(d) Book Entry Share Section 4.1(b) Cameron Preamble Cameron Assets Section 8.6(d) Cameron Benefit Plans Section 5.12(a) Cameron Board Section 5.2(b) Cameron Common Stock Section 4.1(a) Cameron Deferred Compensation Plans Section 5.3(a) Cameron Deferred Stock Unit Awards Section 4.1(h) Cameron Disclosure Letter Article 5 Preface Cameron Environmental Permits Section 5.15(b) Cameron ERISA affiliate Section 5.12(b)(x) Cameron Excluded Shares Section 4.1(b) Cameron Foreign Benefit Plan Section 5.12(f) Cameron Material Adverse Effect Section 11.11(d) Cameron Option Section 4.1(f) Cameron Performance Share Awards Section 4.1(i) Cameron Permits Section 5.4(b) Cameron Post-Signing Option Section 4.1(f) Cameron Post-Signing Restricted Stock Unit Awards Section 4.1(g) Cameron Preferred Stock Section 5.3(a) Cameron Recommendation Section 5.2(b) Cameron Reports Section 5.6(a) Cameron Restricted Stock Unit Awards Section 4.1(g) Cameron Securities Section 5.3(a) Cameron Stock Plans Section 4.1(f) Cameron Stockholder Approval Section 5.21 Cameron Stockholders Meeting Section 8.2 Cameron Subsidiary Securities Section 5.3(c) Cameron Surviving Shares Section 4.1(b) Cameron U.S. Benefit Plan Section 5.12(b) Certificate of Merger Section 1.3 Certificates Section 4.1(b) Change in Recommendation Section 8.3(b) Closing Section 1.2 Closing Date Section 1.2 COBRA Section 5.12(b)(xii) Code Recitals Confidentiality Agreement Section 8.3(a) Contract Section 5.22 Converted Option Section 4.1(f) Converted Performance Shares Section 4.1(i) Covered Employees Section 8.16(a) Debt Section 11.11(b) Delaware Court Section 11.7 Delaware LLC Act Recitals DGCL Recitals Dissenting Shares Section 4.4 Dissenting Stockholder Section 4.4 EC Merger Regulation Section 5.5(b) Effective Time Section 1.3 Environmental Laws Section 5.15(a) Equity Award Exchange Ratio Section 4.1(f) ERISA Section 5.12(a) Exchange Act Section 5.5(b) Exchange Agent Section 4.2(a) Exchange Fund Section 4.2(a) Exchange Ratio Section 4.1(a) Foreign Corrupt Practices Act Section 5.24(a) Foreign Government Official Section 5.24(a) Form S-4 Section 8.2 GAAP Section 5.6(b) Governmental Entity Section 11.11(c) Hazardous Materials Section 5.15(a) HSR Act Section 5.5(b) Indemnified Party Section 8.15(a) Initial Termination Date Section 10.2(a) Intellectual Property Rights Section 5.16 IRS Section 5.12(a) Joint Venture Article 5 Preface knowledge Section 11.11(a) Letter of Transmittal Section 4.2(b) Liens Section 5.3(b) Material Adverse Effect Section 11.11(d) Material Contract Section 5.22 Merger Recitals Merger Consideration Section 4.1(a) Merger Sub Preamble New Plans Section 8.16(b) Non-Schlumberger US Subsidiaries Section 7.3 NYSE Section 5.5(b) OFAC Section 5.23(a) Old Plans Section 8.16(b) Per Share Cash Amount Section 4.1(c) Permitted Lien Section 11.11(e) person Section 11.11(f) PPACA Section 5.12(b)(xii) Proceeding Section 8.1(b)(xii) Prohibited Person Section 5.23(a) Proxy Statement/Prospectus Section 8.2 Regulatory Laws Section 8.6(f) Related Persons Section 10.5(a) Representatives Section 8.3(a) Returns Section 5.11(a) Xxxxxxxx-Xxxxx Act Section 5.7(a) Schlumberger Preamble Schlumberger Assets Section 8.6(d) Schlumberger Common Stock Recitals

  • Certain Additional Defined Terms In addition to such terms as are defined in the opening paragraph of and the recitals to this Agreement and in Section 1.1, the following terms are used in this Agreement as defined in the Sections set forth opposite such terms: Defined Term Section Reference ------------ -----------------

  • Plan and Defined Terms This award is granted under and subject to the terms of the 2005 Stock Incentive Compensation Plan and the Stock Incentive Compensation Plan (2005) Addendum dated July 5, 2005 (together the “Plan”), which is incorporated herein by reference. Capitalized terms used herein and not defined in the Agreement (including Section 7 hereof) shall have the meaning set forth in the Plan. To the extent any conflict between the terms of this Agreement and the Plan, the terms of the Plan shall control.

  • Recitals and Definitions Each of the parties hereto acknowledges and agrees that the recitals set forth above in this Agreement are true and accurate, are contractual in nature, and are hereby incorporated into and made a part of this Agreement.

  • Knowledge Defined For purposes of this Agreement, the term “the Company's knowledge” or similar references to knowledge as used herein shall mean in the case of the Members and the Company, the actual knowledge of Rxxxxxx Xxxxxx, Sxx Xxxxxxxx and Jxxx Xxxxxxx after reasonably inquiry.

  • Use of Defined Terms Unless otherwise defined or the context otherwise requires, terms for which meanings are provided in this Agreement shall have such meanings when used in the Disclosure Schedule and in each other Loan Document, notice and other communication delivered from time to time in connection with this Agreement or any other Loan Document.

  • Defined Terms As used in this Agreement, the following terms have the meanings specified below:

Time is Money Join Law Insider Premium to draft better contracts faster.