IP Event definition

IP Event is defined as the receipt by the Company or any of its subsidiaries of net proceeds of at least $10 million (in cash or the fair market value of non-cash consideration) from licensing, sale, transfer, settlement or other transaction with one of more third parties relating to intellectual property of the Company or its subsidiaries, or a merger, consolidation, share exchange or sale of all or substantially all of the stock or assets of the Company or its Subsidiaries.
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IP Event means the relevant act under the applicable intellectual property law of the relevant jurisdiction that constitutes infringement, misappropriation, dilution, or unlawful use of Intellectual Property rights.
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IP Event means the recovery and/or receipt by ▇▇▇▇▇▇▇, the Company or any of their respective Subsidiaries of any amount paid by or on behalf of any Person, defendant or third party, or the amount of other value received, including the present fair market value of any business/non-monetary consideration, which amounts relate directly or indirectly to the Qualcomm Dispute, regardless of whether such payments are made in cash, stock, by payment or assumption of liabilities of ▇▇▇▇▇▇▇ or the Company, or otherwise, and regardless of whether such payment is styled as an amount paid in settlement, a royalty, a licensing fee, a purchase price for the sale or transfer of stock or assets of ▇▇▇▇▇▇▇ or the Company or any of their respective Subsidiaries, merger consideration or otherwise.
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Examples of IP Event in a sentence

  • A material adverse change occurs in any Loan Party and its consolidated Subsidiaries’ financial condition, or a Material IP Event occurs, or the Lender, in its sole and absolute discretion, believes the prospect of payment or performance of this Agreement or any Related Document is impaired.

  • The Preliminary IP Event Schedule sets forth certain procedures for exemption requests thereunder, including procedures for obtaining the vote of Lenders in connection therewith.

  • To the extent funds are available from the Net Proceeds (as hereinafter defined) of an IP Event, and to the extent Lender is not in Breach of the Note Purchase Agreement, or to the extent this Agreement is not Terminated [ie: Event of Termination, as defined in the Note Purchase Agreement, para.

  • Upon the recovery or receipt by ▇▇▇▇▇▇▇ and/or the Company of any IP Event Proceeds in connection with the occurrence of an IP Event, the Company agrees to make a prepayment with respect to the outstanding Obligations and other liabilities set forth in Section 8.1(a) or 8.1(b), as applicable, in an amount equal to 100% of the IP Event Proceeds recovered or received by ▇▇▇▇▇▇▇ and/or the Company in connection with such IP Event, which amounts shall be allocated pursuant to Section 8.1 hereof.

  • Such Purchaser acknowledges that (A) no Loan Party, and nor officer, director, attorney, advisor, representative or agent of any Loan Party, has made any representations or warranties as to the outcome or determination of the Qualcomm Dispute or any possible settlement thereof, and (ii) the Loan Parties may not receive or be awarded any IP Event Proceeds or any other amounts in connection with the Qualcomm Dispute, which may result in the inability of the Loan Parties to pay any of the Obligations.

  • If full repayment of interest and principal is not made after the payment to Lender from the first Event, then lender shall be paid from each successive Event, or from the IP Event, until Lender is paid all interest and principal due and owing.

  • It is acknowledged and agreed by the Releasors and the Secured Parties that no Released Party has made any representation or warranty as to such likelihood of success or as to the likelihood of the occurrence of an IP Event or the receipt of any IP Event Proceeds.

  • Payment of the Additional Benefits described in this Section 2.2 shall be made no later than ten (10) business days after the final and complete funding by the funding party of the IP Event.

  • The Company may at any time and from time to time after the Closing, on one or more occasions, sell and assign to any Person, including, without limitation, any Purchaser, a percentage interest in IP Event Proceeds or Net IP Event Proceeds without the consent of any party hereto and in the sole discretion of the Company’s Board of Managers, and such Person shall thereafter become and constitute an Additional Investor.

  • The balance of the Principal sum and all Interest thereon shall be due and payable on the funding of the IP Event (as defined below) (the “Maturity Date”).


More Definitions of IP Event

IP Event means (i) any licensing, sale, transfer, settlement or other transaction with one or more third parties relating to intellectual property of the Company or its subsidiaries, or (ii) a merger, consolidation, share exchange or sale of all or substantially all of the stock or assets of the Company or any of its subsidiaries (but not a transaction to take the Company private) only while Employee is employed with the Company.
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Related to IP Event

  • ▇▇▇▇ Event means if there are any Mortgaged Properties at such time, any increase, extension or renewal of any of the Commitments or Loans (but excluding (i) any continuation or conversion of borrowings, (ii) the making of any Loan or (iii) the issuance, renewal or extension of Letters of Credit).

  • Step Up Event means a failure to meet the Minimum Rating Requirement at any time, unless:

  • ii) Event means any event described in Section 11(a)(ii) hereof.

  • Default Event means an event or circumstance which leads Operator to determine that a Venue User is or appears to be unable or likely to become unable to meet its obligations in respect of an Order or Transaction or to comply with any other obligation under an Agreement or Applicable Law.

  • Book-Up Event means an event that triggers a positive adjustment to the Capital Accounts of the Partners pursuant to Section 5.5(d).