Transferred Intellectual Property definition

Transferred Intellectual Property means (a) all Owned Intellectual Property, (b) all Intellectual Property Licenses, and (c) all Technology owned by or licensed to Sellers that is exclusively used in connection with the conduct of the Business as currently conducted (the foregoing constituting the “Transferred Technology”).

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Transferred Intellectual Property has the meaning set forth in Section 2.1(k).

Transferred Intellectual Property means the Transferred Patents and Transferred Know-How.

Examples of Transferred Intellectual Property in a sentence

There are no claims pending or threatened by Seller or any of its Affiliates against any Person regarding any actual or potential dilution, misappropriation, violation, or other unauthorized use of the Transferred Intellectual Property and to the Knowledge of Seller, no third party is misappropriating, or otherwise violating any of the Transferred Intellectual Property.
As of the date hereof, no claims are pending or, to the Knowledge of Seller, threatened in writing, against Seller or any of its Affiliates by any Person with respect to the ownership, validity, enforceability, effectiveness or use of any Transferred Intellectual Property.
No third Person has in the past six (6) years infringed, misappropriated or otherwise violated, nor is currently infringing, misappropriating or otherwise violating any Transferred Intellectual Property.
The Transferred Intellectual Property is fully transferable, alienable and licensable by Seller or such Affiliate without restriction and without payment to any Person.
The conduct of the CDMO Operations, the possession or use of the equipment on or at the Facility and the possession or use of the Transferred Intellectual Property have not, from the date that is six (6) years prior to the date hereof, infringed, misappropriated or otherwise violated, and are not infringing, misappropriating or otherwise violating, any Intellectual Property of any third Person.

More Definitions of Transferred Intellectual Property

Transferred Intellectual Property means, with respect to each Specified Business, the Intellectual Property owned by Seller or its Affiliates and Related to such Specified Business, including that set forth on Schedule 1.1(r) of the Seller Disclosure Schedule and identified as Related to such Specified Business.

Transferred Intellectual Property has the meaning assigned to that term in Section 1.01(a)(iv).

Transferred Intellectual Property means the Intellectual Property owned by the Asset Transferors that is used primarily in the Business and contains no Excluded Intellectual Property (including any Excluded Trademarks).

Transferred Intellectual Property shall have the meaning set forth in Section 5.6(b).

Transferred Intellectual Property means the Intellectual Property set forth on Section 3.02(r)(2) of the Seller Disclosure Schedule, and any common law rights in such Intellectual Property, and all goodwill relating thereto.

Transferred Intellectual Property has the meaning set forth in Section 2.1 of this Agreement.

Transferred Intellectual Property means all the Intellectual Property owned by any member of the Seller Group that is listed or described in Section 8.2(a)(ii) of the Disclosure Schedules. For the avoidance of doubt, the term “Transferred Intellectual Property” does not include third party Intellectual Property used by the Seller Group under license.