POSSESSION, RIGHTS AND OWNERSHIP Sample Clauses

POSSESSION, RIGHTS AND OWNERSHIP. To the Knowledge of Seller, with an obligation of investigation, Seller possesses all Intellectual Property necessary for the conduct of its Business as presently conducted, including all licenses and rights to use any Intellectual Property necessary for the Business as presently conducted. Seller is the sole and exclusive owner of all right, title and interest in and to the Intellectual Property owned by it, free and clear of all Encumbrances, other than as set forth on SCHEDULE 5.15 hereof. Except as set forth on SCHEDULE 5.15, no right of the Purchaser in the Intellectual Property used in the Business will be impaired or encumbered in any material way by reason of the consummation of the transactions contemplated hereby.
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POSSESSION, RIGHTS AND OWNERSHIP. The Federal Division possesses all Intellectual Property necessary for the conduct of its Business as presently conducted, including all licenses and rights to use any Intellectual Property necessary for the Business as presently conducted. The Federal Division is the sole and exclusive owner of all right, title and interest in and to the Intellectual Property owned by it, free and clear of all Encumbrances, other than as set forth on Schedule 4.16 hereof. Except as set forth on Schedule 4.16, no right of the Company in the Intellectual Property used in the Business will be impaired or Encumbered in any material way by reason of the consummation of the Transactions.
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Related to POSSESSION, RIGHTS AND OWNERSHIP

  • RESERVATION OF RIGHTS AND OWNERSHIP PFU or its suppliers own the title, copyright, and other intellectual property rights in the Software. The Software is protected by copyright and other intellectual property laws and treaties. Except as expressly stated herein, this XXXX does not grant you any intellectual property rights in the Software. All rights not expressly granted are reserved by PFU and its suppliers.

  • Ownership Rights Nothing contained in this Agreement shall be construed as (a) establishing or granting to Registry Operator any property ownership rights or interests of Registry Operator in the TLD or the letters, words, symbols or other characters making up the TLD string, or (b) affecting any existing intellectual property or ownership rights of Registry Operator.

  • ASSOCIATION RIGHTS AND PRIVILEGES A. The Board agrees to furnish to the Association in response to reasonable requests from time to time, available information in the public domain.

  • OWNERSHIP RIGHTS AND RESTRICTIONS 3.1 You or Your licensors retain all ownership and intellectual property rights in and to Your Content (as defined below). We or our licensors retain all ownership and intellectual property rights in and to the Services, derivative works thereof, and anything developed or delivered by or on behalf of us under this Agreement.

  • Transfer Books; No Further Ownership Rights in Shares At the Effective Time, the stock transfer books of the Company shall be closed and thereafter there shall be no further registration of transfers of Shares on the records of the Company. From and after the Effective Time, the holders of Certificates and Book-Entry Shares outstanding immediately prior to the Effective Time shall cease to have any rights with respect to such Shares except as otherwise provided for herein or by applicable Law. If, after the Effective Time, Certificates are presented to the Surviving Corporation for any reason, they shall be cancelled and exchanged as provided in this Agreement.

  • UNION RIGHTS AND ACTIVITIES 6.01 The Union shall notify the Employer annually, in writing, of the names of its Shop Stewards and committee persons and of any changes as they occur.

  • License and Ownership 1.1 Pursuant to the terms and conditions specified in this Agreement, Starfish hereby grants to Customer, and Customer hereby accepts from Starfish, a nontransferable, nonexclusive right and license to use the software (the “Solution”) identified in the Ordering Document during the Term (as defined in Section 2.1) for Customer’s own internal business purposes.

  • Inspection Rights Permit representatives and independent contractors of the Administrative Agent and each Lender to visit and inspect any of its properties, to examine its corporate, financial and operating records, and make copies thereof or abstracts therefrom, and to discuss its affairs, finances and accounts with its directors, officers, and independent public accountants (subject to such accountants’ customary policies and procedures), all at the reasonable expense of the Borrower and at such reasonable times during normal business hours and as often as may be reasonably desired, upon reasonable advance notice to the Borrower; provided that, excluding any such visits and inspections during the continuation of an Event of Default, only the Administrative Agent on behalf of the Lenders may exercise rights of the Administrative Agent and the Lenders under this Section 6.10 and the Administrative Agent shall not exercise such rights more often than two times during any calendar year and only one (1) such time shall be at the Borrower’s expense; provided, further, that when an Event of Default exists, the Administrative Agent or any Lender (or any of their respective representatives or independent contractors) may do any of the foregoing at the expense of the Borrower at any time during normal business hours and upon reasonable advance notice. The Administrative Agent and the Lenders shall give the Borrower the opportunity to participate in any discussions with the Borrower’s independent public accountants. Notwithstanding anything to the contrary in this Section 6.10, none of the Borrower nor any Restricted Subsidiary shall be required to disclose, permit the inspection, examination or making copies or abstracts of, or discussion of, any document, information or other matter that (i) constitutes non-financial trade secrets or non-financial proprietary information, (ii) in respect of which disclosure to the Administrative Agent or any Lender (or their respective representatives or contractors) is prohibited by Law or (iii) is subject to attorney-client or similar privilege or constitutes attorney work-product.

  • Termination Rights This Agreement may be terminated at any time prior to the Closing:

  • Intellectual Property Rights and Ownership 5.1. You acknowledge that all Intellectual Property Rights (including any new Intellectual Property Rights) arising out of or in connection with the Access Products and associated Documentation, belong at all times to Us or Our licensors.

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