PCS Business definition
Examples of PCS Business in a sentence
The Company is in possession of and has good title to, or has valid leasehold interests in or valid rights under Contract to use, all tangible personal property used by the Company in respect of the PCS Business, except as would not reasonably be expected to have a Material Adverse Effect.
Schedule 2.13 contains a true and complete list of all Licenses (and all pending applications for any such Licenses) used by the Company in connection with the PCS Business, except for such Licenses the absence of which would not reasonably be expected to have a Material Adverse Effect.
IR agrees to provide, and Purchaser desires to retain IR to provide, certain administrative and support services with respect to the PCS Business (as defined in the Master Agreement) on a transitional basis on the terms and conditions contained herein.
At the conclusion of the Non-Competition Period, IR will negotiate in good faith with Purchaser concerning license arrangements with respect to the Unlicensed Intellectual Property for use in the PCS Business on a most favored customer basis at the time the license is granted such as a lower royalty than competition and other more favorable conditions.
For purposes of this Section 2.2 only, Technology means any patents, documented information and data, know-how, copyrights, mask works, proprietary software, technical information, and trade secrets, any rights maturing from any patent, copyright, or mask works applications existing on the Effective Date, but excluding trademarks, service marks, logos or the like, used by IR in the PCS Business on the Effective Date.
IR agrees to provide, and Purchaser desires to have IR provide, certain of IR’s current die products used in connection with the PCS Business (as defined in the Master Purchase Agreement) on a transitional basis on the terms and conditions contained herein.
For purposes of this Section 2.2 only, Current R&D means all intellectual property owned by IR which IR intended to use in the PCS Business pursuant to research and development activity that is currently in process and for which the PCS Business has already expended development efforts and costs.
IR shall use commercially reasonable efforts to make available to Purchaser in such machine readable format, as reasonably requested by Purchaser, reticle data for all other IR parts that are part of the PCS Business.
IR shall make available to Purchaser in such machine readable format, as reasonably requested by Purchaser, the reticle data for all active IR parts that are part of the PCS Business (as defined in the Master Purchase Agreement).
IR agrees to provide, and Purchaser desires to retain IR to provide, certain manufacturing services with respect to the PCS Business (as defined in the Master Purchase Agreement) on a transitional basis on the terms and conditions contained herein.