Examples of IP Matters Agreement in a sentence
The Parties intend the Issuance, together with the Parent Contribution, the transfer of the Transferred Entities as part of the Restructuring and the grant of certain rights by Parent to the Company under the IP Matters Agreement, to be treated as a taxfree contribution pursuant to Section 351 of the Code.
All Software in the SDV Platform Field (as defined in the Company IP Matters Agreement) held by the Company or licensed to HoldCo pursuant to the Second Amendment to the Company IP Matters Wind-Down Agreement in connection with the Transactions does not infringe, misappropriate or otherwise violate, and has not infringed, misappropriated or otherwise violated, the Intellectual Property Rights (other than Patents) of any other Person.
This Agreement confers no right to use the name, service marks, trademarks, copyrights, or patents of either Party except as expressly provided herein or in the Parties’ IP Matters Agreement, which is incorporated herein by reference.
Except as otherwise set forth in the IP Matters Agreement, after the Closing, Buyer and its Affiliates shall not, and shall not permit any Transferred Entity or the Xxx Xxxxxx Business to, use any of Seller’s or its Affiliates’ marks or names, including the marks and names set forth on Section 6.03 of the Seller Disclosure Schedule.
For the Term of this Agreement, fees for the Licensed Software, including maintenance and support, are as stated in the IP Matters Agreement.