Business IP Contracts definition

Business IP Contracts means all Contracts entered into by any Business Seller prior to the Transfer Time, and remaining in effect (in whole or in part) at the Transfer Time:
Business IP Contracts means any and all Contracts pursuant to which Seller or any of its Subsidiaries (i) receives any license or other right with respect to any Licensed Business Intellectual Property Rights, other than any Business IT Software Contracts, or (ii) grants any license or other right solely with respect to any Owned Business Intellectual Property Rights (and not any Retained Intellectual Property Rights).
Business IP Contracts means all of the written Contracts (A) pursuant to which Seller Parent or any of its Subsidiaries obtained the right to use or practice rights under third party Intellectual Property included in the Transferred Intellectual Property or, on a Product-by-Product or Acquired Entity-by-Acquired Entity basis, material to the operation of the Business or (B) by which Seller Parent or any of its Subsidiaries has licensed or otherwise authorized a third party to use any of the Transferred Intellectual Property or that is material to the operation of the Business, including license agreements, concurrent use agreement, co-existence agreement, settlement agreements and covenants not to sue, in the case of each of clauses (A) and (B) other than any (i) non-exclusive licenses granted in the Ordinary Course of Business, (ii) agreements with distributors, manufacturers or suppliers entered into in the Ordinary Course of Business the primary purpose of which is not a grant of rights to Intellectual Property and in which grants of Intellectual Property rights are incidental to contractual purpose, and (iii) non-exclusive licenses of standard, non-customized and generally commercially available, “shrink wrap”, “off the shelf” or “click through” third party Software under standard terms. For avoidance of doubt, Business IP Contracts include all Transferred IP Licenses.

Examples of Business IP Contracts in a sentence

  • Except as set forth in the Schedule 3.14(j)(ii), Seller is not bound by any Contract to indemnify, defend, hold harmless or reimburse any other Person with respect to, or otherwise assumed or agreed to discharge or otherwise take responsibility for, any existing or potential intellectual property infringement, misappropriation, or similar claim (other than indemnification provisions in Seller’s standard forms of Business IP Contracts) with respect to the Business.

  • Company is not bound by any Contract to indemnify, defend, hold harmless or reimburse any other Person with respect to, or otherwise assumed or agreed to discharge or otherwise take responsibility for, any existing or potential intellectual property infringement, misappropriation, or similar claim (other than indemnification provisions in Company’s standard forms of Business IP Contracts).

  • However, the magnitude of those efficiency gains and their value will have to be researched in the future.

  • However, this is a duty that an issuer undertakes or must observe to obtain authorization from a concerned regulatory authority.

  • Company exclusively owns all right, title and interest to and in the Business IP free and clear of any Liens (other than licenses and rights granted pursuant to the Business IP Contracts identified in Section 3.12(d) of the Disclosure Schedule).

  • Seller exclusively owns all right, title and interest to and in the Business IP free and clear of any Encumbrances (other than licenses and rights granted pursuant to the Business IP Contracts identified in Schedule 3.14(c), Permitted Liens, the end user terms and conditions of use of the Websites, or as set forth in Schedule 3.14(f)).

  • The RSUI Owned Intellectual Property, RSUI Affiliate Owned Intellectual Property, the Non-Owned Intellectual Property and Business IP Contracts are collectively referred to herein as the "Business Intellectual Property".


More Definitions of Business IP Contracts

Business IP Contracts means all of the written Contracts (A) pursuant to which Seller Parent or any of its Subsidiaries obtained the right to use or practice rights under third party Intellectual Property included in the Transferred Intellectual Property or, on a Product-by-Product or Acquired Entity- by-Acquired Entity basis, material to the operation of the Business or (B) by which Seller Parent or any of its Subsidiaries has licensed or otherwise authorized a third party to use any of the Transferred Intellectual Property or that is material to the operation of the Business, including license agreements, concurrent use agreement, co-existence agreement, settlement agreements and covenants not to sue, in the case of each of clauses (A) and (B) other than any (i) non-exclusive licenses granted in the Ordinary Course of Business,(ii)agreements with distributors, manufacturers or suppliers entered into in the Ordinary Course of Business the primary purpose of which is not a grant of rights to Intellectual Property and in which grants of IP rights are incidental to contractual purpose, and (iii) non-exclusive licenses of standard, non-customized and generally commercially available, “shrink wrap”, “off the shelf” or “click through” third party Software under standard terms. For avoidance of doubt, Business IP Contracts include all Transferred IP Licenses.
Business IP Contracts means all Business Contracts for:

Related to Business IP Contracts

  • IP Contracts means a Contract granting or purporting to grant to Sellers rights in the Licensed Patents and the Licensed Marks.

  • Company IP Contract means any Contract to which the Company is a party or by which the Company is bound, that contains any assignment or license of, or covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with, or for the Company.

  • Business IP means all Intellectual Property Rights and Intellectual Property necessary for, primarily used in or primarily held for use in the conduct of the Business as currently conducted by Seller.

  • Business Contracts has the meaning ascribed to it in Section 1.01(a)(v).

  • Intellectual Property Contracts means all agreements concerning Intellectual Property, including without limitation license agreements, technology consulting agreements, confidentiality agreements, co-existence agreements, consent agreements and non-assertion agreements.

  • Inbound Licenses means, collectively, any Contract (including covenants not to xxx) or other permission pursuant to which Seller is authorized or otherwise permitted to access or exploit any other Person’s IP, or any Contract pursuant to which Seller obtains a right to access or exploit a Person’s IP in the form of commercially available object code software or services, such as a software as a services Contract or a cloud services Contract.

  • Company IP Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to xxx, permissions and other Contracts (including any right to receive or obligation to pay royalties or any other consideration), whether written or oral, relating to Intellectual Property to which the Company is a party, beneficiary or otherwise bound.

  • Third Party Contracts means any agreements entered into by the Retailer and/or the Customer with any third parties, such as the Transmission Licensee and the MSSL, to enable the Retailer to retail electricity to Contestable Consumers. For the purposes of this Electricity Agreement, Third Party Contracts shall include, but is not limited to, the Retailer Use of Systems Agreement, the Market Support Services Agreement, and the Power System Operator•Market Participant Agreement (as defined under the Market Rules);

  • Assigned Contracts has the meaning set forth in Section 2.01(c).

  • Customer Contracts has the meaning set forth in Section 2.1(b)(ii)(A).

  • Company Material Contracts has the meaning set forth in Section 3.18(a).

  • Company Contracts has the meaning set forth in Section 3.13(a).

  • Intellectual Property Agreements means all licenses, sublicenses, consent to use agreements, settlements, coexistence agreements, covenants not to sue, waivers, releases, permissions and other Contracts, whether written or oral, relating to any Intellectual Property that is used or held for use in the conduct of the Business as currently conducted or proposed to be conducted to which Seller is a party, beneficiary or otherwise bound.

  • Company Intellectual Property Agreements means any Contract to which the Company or any Subsidiary is a party or is otherwise bound and (A) pursuant to which the Company or any Subsidiary has granted any rights with respect to any Company Intellectual Property or has been granted any rights with respect to any Third-Party Intellectual Property, or (B) that otherwise governs any Company Intellectual Property.

  • Intellectual Property Licenses means all licenses, sublicenses and other agreements by or through which other Persons, including Seller’s Affiliates, grant Seller exclusive or non-exclusive rights or interests in or to any Intellectual Property that is used in or necessary for the conduct of the Business as currently conducted.

  • Seller Contracts means those Contracts of Seller or any Other Seller that relate primarily to the Business.

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Seller Intellectual Property means any Intellectual Property that is owned by either Seller and primarily used in connection with the Business.

  • IP Licenses shall have the meaning set forth in Section 3.12(a) hereof.

  • IP Agreements means all material Copyright Licenses, Patent Licenses, Trademark Licenses, and all other agreements, permits, consents, orders and franchises relating to the license, development, use or disclosure of any material Intellectual Property to which a Pledgor, now or hereafter, is a party or a beneficiary, including, without limitation, the agreements set forth on Schedule III hereto.

  • Business Intellectual Property Rights means (a) the Intellectual Property Rights owned or licensed by the Group Companies and (b) any other Intellectual Property Rights owned or licensed by Seller or any of its other Subsidiaries and used solely in the conduct of the Business.

  • Parent Intellectual Property means any Intellectual Property that is owned by, or exclusively licensed to, Parent.

  • Assumed Contracts has the meaning set forth in Section 2.1(d).

  • Company Licensed Intellectual Property means all Intellectual Property that is licensed to the Company by any third party.

  • Pre-Existing Intellectual Property Rights means any Intellectual Property Rights vested in or licensed to the Client or the Contractor prior to or independently of the performance by the Client of the Contractor of their obligations under this Contract.

  • Intellectual Property License Agreement means the license agreement with respect to certain Excluded Intellectual Property, substantially in the form of Exhibit B attached hereto.