Examples of Outbound IP Contracts in a sentence
The Company exclusively owns all Company Technology and all Company Intellectual Property Rights, in each case, that are owned by the Company free and clear of all Liens other than Permitted Liens and any Outbound IP Contracts listed on Section 3.15.4 of the Disclosure Schedule.
Except with respect to the Company Intellectual Property Rights licensed (A) to the Company under the Inbound IP Contracts identified on Section 3.11(d) of the Company Disclosure Schedule or (B) by the Company under the Outbound IP Contracts identified on Section 3.11(d) of the Company Disclosure Schedule, in each case, to the extent provided in such Inbound IP Contracts, none of the Company Owned Intellectual Property Rights is in the possession, custody, or control of any Person other than the Company.
Notwithstanding the provisions of the above Item 31.1, the Auction shall only be cancelled, by the Grantor Authority, for reasons of public interest resulting from untoward and duly proven events, pertinent and sufficient to justify such cancellation.
To the Company’s knowledge, except, with respect to the Intellectual Property Rights licensed by the Company and/or Company Subsidiaries under the Outbound IP Contracts identified in Section 3.17(h) of theCompany Disclosure Letter, in each case, to the extent provided in such IP Contracts, none of the Owned Intellectual Property Rights have been licensed to any Person other than the Company or Company Subsidiaries, except in the ordinary course of business.
The Company exclusively owns all Company Technology and all Company Intellectual Property Rights that are owned or purported to be owned by the Company free and clear of all Liens other than with respect to the Senior Debt, Permitted Liens and any Outbound IP Contracts listed on Schedule 3.15.4, including Proprietary Software.
As of the Original Agreement Date, an applicable Acquired Company is the sole and exclusive legal and beneficial owner of all right, title and interest in and to all Owned Intellectual Property, including the Intellectual Property Rights set forth on Section 4.10(a) of the Company Disclosure Schedule, free and clear of any Encumbrance (including any written restrictions on transfer or licensing) other than Permitted Encumbrances and licenses granted in the Outbound IP Contracts.
Each Contract of the type described in Section 3.14(a) and each Company Intellectual Property Contract (other than Unscheduled Outbound IP Contracts and Unscheduled Inbound IP Contracts) is referred to herein as a “Company Material Contract.” Accurate and complete copies of each Company Material Contract have been provided or made available by the Company to Parent, or publicly filed with the SEC.
The Data Room contains complete copies of all Contracts under which Company has, as of the date of this Agreement, licensed or otherwise granted rights (including any covenant not to sxx or similar) in, to, or in respect of, any Company Intellectual Property to any Person (“Outbound IP Contracts”) (provided that Standard Outbound IP Contracts shall be excluded from such Disclosure requirement).
To the Company’s knowledge, except, with respect to the Intellectual Property Rights licensed by the Company and/or Company Subsidiaries under the Outbound IP Contracts identified inSection 3.17(h) of the Company Disclosure Letter, in each case, to the extent provided in such IP Contracts, none of the Owned Intellectual Property Rights have been licensed to any Person other than the Company or Company Subsidiaries, except in the ordinary course of business.
As of the date hereof, an applicable Acquired Company is the sole and exclusive legal and beneficial owner of all right, title and interest in and to all Owned Intellectual Property, including the Intellectual Property Rights set forth on Section 4.10(a) of the Company Disclosure Schedule, free and clear of any Encumbrance (including any written restrictions on transfer or licensing) other than Permitted Encumbrances and licenses granted in the Outbound IP Contracts.