Transfer of Intellectual Property Rights. Except in connection with the sale of all or substantially all of the assets of the Company or licensing arrangements in the ordinary course of the Company's business, the Company shall not transfer, sell or otherwise dispose of any Intellectual Property Rights, or allow any of the Intellectual Property Rights to become subject to any Liens, or fail to renew such Intellectual Property Rights (if renewable and it would otherwise lapse if not renewed), without the prior written consent of the Purchasers.
Transfer of Intellectual Property Rights. If PLL deems it necessary, LTC shall have Transferred all of its Intellectual Property Rights to an entity organized under the laws of the Netherland Antilles or a similar jurisdiction, for tax purposes.
Transfer of Intellectual Property Rights. Except in connection with ---------------------------------------- the sale of all or substantially all of the assets of the Company, prior to the 180th day after the Effective Date, the Company shall not sell or otherwise dispose of any Intellectual Property Rights or allow any of the Intellectual Property Rights to become subject to any Liens, or fail to renew such Intellectual Property Rights (if renewable and it would otherwise lapse if not renewed), without the prior written consent of the Purchaser. Notwithstanding the foregoing, the Company may license the right to promote and use its Intellectual Property Rights to Strategic Partners in the ordinary course of its business without the prior consent of the Purchaser.
Transfer of Intellectual Property Rights. Except in connection with the sale of all or substantially all of the assets of the Company, the Company shall not transfer, sell or otherwise dispose of any Intellectual Property Rights, or allow any of the Intellectual Property Rights to become subject to any Liens, or fail to renew such Intellectual Property Rights (if renewable and it would otherwise lapse if not renewed), without the prior written consent of the Purchasers. Notwithstanding anything contained in this Agreement or the other Transaction Documents to the contrary, the Company will not be restricted from selling, transferring or otherwise disposing of: (i) any interest in its subsidiaries: Viral Technology, Inc. or MaxPharma, (ii) any interest in its HGP-30 or AIDS technology, (iii) any interest in its L.E.A.P.S. technology, or (iv) so long as any sale, transfer or disposition is made to a corporation with gross annual revenues of at least $100,000,000 or a market capitalization of at least $500,000,000 any interest in its other Intellectual Property Rights. The restriction provided by this Section 3.11 will expire on the earlier of three (3) years from the date of this Agreement or the date the Purchasers no longer own any Shares.
Transfer of Intellectual Property Rights. Nothing herein shall prevent either Party from selling, assigning, or transferring, in whole or in part, any of the Intellectual Property Rights licensed to the other Party hereunder, provided that, any such sale, assignment, or transfer shall be subject to the license granted to the other Party hereunder.
Transfer of Intellectual Property Rights. Except for (i) exclusive licenses granted to Affiliates, (ii) in the ordinary course of the Company's business consistent with past practice, (iii) in connection with the sale of all or substantially all of the assets of the Company, (iv) upon payment of fair consideration,or (v) as security for financing being provided by Xxxxxx Xxxxxxx, members of her immediate family, and Affiliates of her and such family members, neither the Company nor any subsidiary shall transfer, sell or otherwise dispose of, any Intellectual Property Rights, or allow the Intellectual Property Rights to become subject to any Liens, or fail to renew such Intellectual Property Rights (if renewable and would otherwise expire).
Transfer of Intellectual Property Rights. The PARTIES agree as follows regarding the transfer of the intellectual property rights hereunder. The Supplier agrees to transfer exclusively for the use within the Region the title, ownership to the intellectual property rights, including Know-how, patents and the source codes of all the application software of the SYSTEM, which he owns, to the Buyer once the following conditions are fulfilled. The intellectual property rights, including Know-how, patents and the source codes of all the application software of the SYSTEM which Supplier owns then transferred from the Supplier to the Buyer shall be up-to-date and being used in the SYSTEM:
Transfer of Intellectual Property Rights. (or if the pending application, may owned after registration) and all other Intellectual Property Rights derived from Transfer of Intellectual Property Rights or related to Transfer of Intellectual Property Rights are owned solely and legally by the Target Company. No Entity shall own any ownership, joint ownership, exclusive licensing right and any other right over Transfer of Intellectual Property Rights and there is no risk that any Entity will obtain any of the aforesaid rights due to Transfer of Business to the Target Company or the Transaction.
Transfer of Intellectual Property Rights. Immediately following the incorporation of Kronos, HVI and the Principals shall execute and deliver to Kronos any and all necessary and appropriate documents, instruments, and certificates of assignment, transfer, and conveyance described in Exhibit 2A attached hereto and made a part hereof for all purposes (collectively, the "Transfer Documents") relating to the Intellectual Property Rights (as described in Exhibit 2B attached hereto and made a part hereof for all purposes), such that all right, title, and interest in and to the Intellectual Property Rights shall be vested in Kronos for all purposes, free and clear of any and all liens, claims, encumbrances, and charges thereon. Any Intellectual Property Rights arising out of future developments, improvements, derivatives, or devices embodying or including the Intellectual Property Rights or the Technology, and any patents or other similar legal protections and ownership rights relating thereto, shall be the property of Kronos.
Transfer of Intellectual Property Rights. Neither Assignor nor Orthovita is transferring to Assignee any interest in any Patents, other patents or other Intellectual Property of either Assignor or Orthovita.
