IT Property definition
Examples of IT Property in a sentence
Schedule 3.11.2 lists all the registered U.S. and foreign copyrights of Sellers and the Acquired Subsidiaries that cover any part of the IT Property other than those portions licensed to Sellers and the Acquired Subsidiaries under the Inbound Technology Agreement (the "Copyrights"), along with information as to Sellers' or the Acquired Subsidiaries' ownership thereof or licenses or rights therein and registration thereof.
The IT Property or IP Rights of Seller or, to Seller's knowledge, the right of any third party licensor to the intellectual property licensed pursuant to the Inbound Technology Agreements, are not subject to any outstanding settlement agreement, order, ruling, decree, judgment, or stipulation preventing their use by Buyer in the Business.
No Person has claimed or has reason to claim that any Contributor, by virtue of its participation in the development of the IT Property or the IP Rights, has thereby: (a) violated any of the terms or conditions of any employment, non-competition or non-disclosure agreement; (b) disclosed or utilized any trade secret or proprietary information or documentation in an unauthorized manner; (c) tortiously interfered with or breached any agreement; or (d) violated or exceeded the scope of any Law or agreement.
Seller is in compliance with all applicable Laws relating to the export and re-export of the IT Property, the IP Rights and the Products.
Except as provided in Schedule 3.26, the IT Property or IP Rights of the Sellers or the Acquired Subsidiaries or, to Seller's knowledge, the right of any third party licensor to the intellectual property licensed pursuant to the Inbound Technology Agreements, are not subject to any outstanding settlement agreement, order, ruling, decree, judgment, or stipulation preventing their use by Buyer Purchasers in the Business as currently conducted.
Schedule 3.10.5 lists all liens, security interests, mortgages, charges, encumbrances and adverse rights of every kind, nature and description on the IT Property except rights of third parties pursuant to any Third Party Agreements.
Sellers and the Acquired Subsidiaries have taken all reasonable measures to protect the proprietary rights of Sellers and the Acquired Subsidiaries to the IT Property and the IP Rights therein.
No Governmental Entity has any rights with respect to any IT Property or IP Right, except under the 1992 BIRD-F Agreement and the 1996 BIRD-F Agreement.
Except for the patents listed on Annex 2.1.1 and those identified in the agreement designated as "B15 - Agreement by and between Buyer and Seller (Covenant Not to ▇▇▇ from Seller to Buyer)" on Annex 1.1, none of the Sellers or the Acquired Subsidiaries nor any other Affiliate of Seller owns or has rights to any patent or patent application that will relate to or affect Buyer's (directly or through the Acquired Subsidiaries) rights to use and exploit the IT Property in the Business as currently conducted.
Neither Seller nor any Affiliate of Seller owns or has rights to any patent or patent application that will relate to or affect Buyer's rights to use and exploit the IT Property.