Retained IP definition

Retained IP means trademarks, service marks, brand names, logos or trade, corporate or business names of the Sellers or any of their Affiliates, including the items set forth in Section 6.9(a) of the Seller Disclosure Letter, as may be updated from time to time pursuant to Section 6.9(e), and that (i) in the case of an Asset Seller, are not included in the Acquired Assets and (ii) in the case of a Purchased Company, are not used primarily or held for primary use in the Business, but, in each case of clauses (i) and (ii) that are used by the Business on packaging or printed advertising and promotional materials, invoices, letterhead, company forms, business cards, product instructions or like materials (collectively, the “Packaging”).

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Retained IP means any and all symbols, trademarks, service marks, logos, trade names and other IP Rights of the Company that are not listed on Schedule 1.2(c)(v).

Retained IP means (i) the Retained Names, (ii) all Intellectual Property other than FH IP, and (iii) all IP Contracts other than Transferred IP Contracts.

Examples of Retained IP in a sentence

No Person, as of the date of this Agreement, has asserted or requested in writing, or to the Knowledge of the Company, threatened in writing to assert or request, a termination or reversion of any rights in any material Company Retained IP, except as would not, individually or in the aggregate, reasonably be expected to have a Company Material Adverse Effect.
To the Knowledge of the Company, neither the Company nor any of its Subsidiaries has dedicated to the public domain, or forfeited or abandoned or otherwise allowed to become public domain, any material Company Retained IP owned or purported to be owned by the Company or any of its Subsidiaries.
Siemens grants to Customer the non-exclusive, worldwide, perpetual, and non-transferable right to use Siemens’ Retained IP and Licensed IP in unmodified form for Customer’s internal use as end-user as part of the Offering.
If between the date hereof and the Closing Date Toppan receives written notice of a lawsuit or an allegation that the use of Transferred IP or Retained IP infringes the intellectual property rights of any third Person, Toppan shall promptly inform VIA thereof and the Parties shall discuss in good faith how to address the lawsuit or allegation.
Nothing contained in this Agreement is intended to give the Purchaser, directly or indirectly, the right to control the Transferred Entities whose equities are Closing Transferred Equities or control or direct the voting or disposition of the Closing Transferred Equities prior to the Closing, or the right to control or direct the use, operation or disposition of the Stage 1 Retained IP or Remaining Retained IP before the transfer thereof to Purchaser pursuant to this Agreement.

More Definitions of Retained IP

Retained IP shall have the meaning set forth in Section 2.14(a).

Retained IP. The Intellectual Property set forth under the heading “Retained IP” in Section 1.02 of the Disclosure Schedule.

Retained IP means the Intellectual Property Rights set forth on Schedule 2.02(b) of the Framework Agreement and all of the Alipay-Exclusive IP and New FIG Business-Exclusive IP.

Retained IP has the meaning given in clause 4.1.

Retained IP means the Intellectual Property assets held as of the date hereof by the Companies and their Subsidiaries that will be transferred to Seller prior to the Closing as set forth on Schedule IV hereto.

Retained IP means the CBI Claire’s Marks, the Non-US Icing Marks, and the Business IP.

Retained IP means trademarks, service marks, brand names, copyrights, logos or trade, corporate or business names of Seller or of any of its Affiliates that are not included in the Acquired Assets but are used by the Business on Packaging included in the Acquired Assets. “Packaging” means packaging, printed advertising and promotional materials, invoices, letterhead, company forms, business cards, product instructions and like materials used by the Business prior to the Closing Date.