Business Owned IP has the meaning specified in Section 5.11(d).
Business Owned IP means the Intellectual Property owned or purported to be owned by Seller or its Affiliates that is exclusively related to the Business, including the Intellectual Property that is set forth in Section 1.1(B) of the Seller Disclosure Letter; provided, that, the Business Owned IP shall not include any Seller Marks.
Business Owned IP means all of the following: (a) all Copyrights of Sellers primarily relating to the Business, including those listed on Schedule 4.12(a) of the Disclosure Schedules; (b) all Trademarks listed on Schedule 4.12(a) of the Disclosure Schedules; (c) all Patents listed on Schedule 4.12(a) of the Disclosure Schedules; (d) all Internet Assets listed on Schedule 4.12(a) of the Disclosure Schedules; (e) all rights of Sellers in data, databases and Technology (excluding the Licensed Patents), in each case, to the extent primarily relating to the Business; and (f) all rights of Sellers arising from the foregoing, including all rights to sue at law or in equity for any infringement, misappropriation or other impairment of any of the foregoing and the right to collect damages and proceeds therefrom. For clarity, the Business Owned IP (i) includes all outboard engine-related and outboard propulsion-related Intellectual Property that is owned (or co-owned) by any Seller (it being agreed that such Intellectual Property primarily relates to the Business), but (ii) does not include the Licensed Patents, the Excluded Business IT Systems or the Licensed Trademarks.
Examples of Business Owned IP in a sentence
Except as would not be material and adverse to the Business, all Business Owned IP shall be owned or available for use by the Buyer or Buyer Party immediately after the Closing on terms and conditions substantially 50213729.30 the same as those under which Seller and its Affiliates owned or used such Intellectual Property immediately prior to the Closing.
More Definitions of Business Owned IP
Business Owned IP means (i) all Registered Business IP Rights; (ii) all Business Domain Names; (iii) all Business Owned Software; and (iv) all other Intellectual Property Rights in which the Company has or purports to have an ownership interest of any nature (whether exclusively, jointly with another person, or otherwise);
Business Owned IP means all of the following: (a) all Copyrights of Sellers primarily relating to the Business, including those listed on Schedule 4.12(a) of the Disclosure Schedules; (b) all Trademarks listed on Schedule 4.12(a) of the Disclosure Schedules; (c) all Patents listed on Schedule 4.12(a) of the Disclosure Schedules; (d) all Internet Assets listed on Schedule 4.12(a) of the Disclosure Schedules; (e) all rights of Sellers in data, databases and Technology (excluding the Licensed Patents), in each case, to the extent primarily relating to the Business; and (f) all rights of Sellers arising from the foregoing, including all rights to xxx at law or in equity for any infringement, misappropriation or other impairment of any of the foregoing and the right to collect damages and proceeds therefrom. For clarity, the Business Owned IP (i) includes all outboard engine-related and outboard propulsion-related Intellectual Property that is owned (or co-owned) by any Seller (it being agreed that such Intellectual Property primarily relates to the Business), but (ii) does not include the Licensed Patents, the Excluded Business IT Systems or the Licensed Trademarks.
Business Owned IP means all Intellectual Property used or held for use primarily in the Business and owned or purported to be owned by any of the Asset Sellers or the Sold Companies or Sold Company Subsidiaries.