Transferred IPR definition

Transferred IPR means all Business Intellectual Property Rights transferred or required to be transferred by the Transferor Entities to the Company Subsidiaries in accordance with the BSPAs.
Transferred IPR means all Intellectual Property Rights of Seller, including all Seller Registered IPR, Patent rights, Know-How and other Intellectual Property Rights of Seller relating to the Compound or necessary or useful for the development or commercialization of Products, but excluding the “1st Order” trademark.
Transferred IPR means (a) the Transferred Marks, (b) the Transferred Internet Properties, (c) the Transferred Trade Secrets, (d) the Transferred Copyrights, and (e) the Transferred Patents.

Examples of Transferred IPR in a sentence

  • Section 3.9(g) of the Disclosure Schedule lists all Contracts to which Seller or any of its Subsidiaries is a party and under which Seller or any of its Subsidiaries has any obligations to grant or offer licenses under the Transferred IPR to any industry standards body, standards setting organization or similar organization, or other members thereof.

  • To Seller’s Knowledge, no Transferred IPR is being infringed, misappropriated or otherwise violated by any Person.

  • No interference, opposition, reissue, reexamination or other similar Proceeding has been instituted or, to Seller’s knowledge, is pending or has been requested, in which any Registered Transferred IPR is being contested or challenged.

  • All Registered Transferred IPR are subsisting and, to the knowledge of Seller, valid and enforceable.

  • The registered owner of each Registered Transferred IPR is the legal owner of each such Registered Transferred IPR.

  • Seller exclusively owns and has a valid right to assign to Purchaser all right, title and interest in and to the Transferred IPR and to transfer and deliver to Purchaser the Transferred Technology.

  • To the extent that Buyer and/or any of its Subsidiaries receives any mail or packages addressed to Seller or any of its Subsidiaries and delivered to Buyer and/or any of its Affiliates not relating to the Transferred Business, the Transferred Assets, the Transferred IPR or the Assumed Liabilities, Buyer shall promptly deliver such mail or packages to Seller.

  • Effective as of the Closing Date, Buyer and/or its Affiliates shall have the right to open all mail and packages delivered to it that are addressed to Seller or any of the Transferred Subsidiaries relating to the Transferred Business, the Transferred Assets, the Transferred IPR or the Assumed Liabilities.

  • Seller has not used Open Source Software in a manner that would subject any Transferred IPR to the terms of any Open Source License, or otherwise used Open Source Software in breach or violation of the terms of any Open Source License.

  • To the extent Seller or any of its Subsidiaries receives any mail or packages addressed and delivered to Seller but relating to the Transferred Business, the Transferred Assets, the Transferred IPR or the Assumed Liabilities, Seller shall, or shall cause such Subsidiaries to, promptly deliver such mail or packages to Buyer.


More Definitions of Transferred IPR

Transferred IPR means the (i) Transferred Trademarks, (ii) the Transferred Internet Properties (subject to the rights of the applicable registrars), (iii) to the extent owned by the Sellers, the copyrights and other IPR embodied in the Prospect DB, and (iv) other Intellectual Property Rights that are owned by the Sellers or any of their Subsidiaries and used in or practiced solely by the Business, including as described on Schedule 1.1(mmmm).
Transferred IPR means (i) the Transferred Patents; (ii) the Transferred Trademarks; and (iii) the Intellectual Property Rights owned by Seller or any of its Subsidiaries (other than Patents and Trademarks) as of the Closing that are primarily embodied by Seller Software.
Transferred IPR means all Intellectual Property Rights owned, purported to be owned, or transferable by Seller or its Subsidiaries as of the Closing, including all Registered IP therein, including (i) the right to register, prosecute, maintain or record any of such Intellectual Property Rights with any Governmental Entity, (ii) the rights to damages and payments for past, present or future infringements or misappropriations of any such Intellectual Property Rights, and (iii) the goodwill of Seller’s business associated with the Trademarks included within such Intellectual Property Rights.
Transferred IPR has the meaning set forth in Section 2.1(a)(iii).
Transferred IPR means (i) the Intellectual Property Rights in, to or embodied in the Products and (ii) the Copyrights in, to or embodied in the Substrate Designs.

Related to Transferred IPR

  • Transferred IP means the Intellectual Property Rights that are both (a) owned by the Seller or in the case of rights licensed in to Seller by a third party under a Licensed-In Transferred IP Agreement, all of the rights Seller has under such agreement, and (b) embodied in the Transferred Technology.

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

  • Transferred Patents means those Patents identified on Schedule 1.01(g).

  • Transferred Technology has the meaning set forth in Section 2.3(a).

  • Transferred Trademarks means all Trademarks used in or held for use in, or arising from the Transferred Business and owned by Transferor or its Subsidiaries other than Trademarks bearing the “International Paper” or “IP” names or logos.

  • Company IP means all Intellectual Property Rights and Intellectual Property owned by or exclusively licensed to the Company.

  • Transferred Contracts has the meaning ascribed to it in Section 2.1(c).

  • Purchased Intellectual Property has the meaning set forth in Section 1.2(g).

  • Transferred Assets means the assets, rights and properties of the Sellers that the Purchasers shall acquire as of the Closing.

  • Seller Intellectual Property means the Seller Owned Intellectual Property and the Seller Licensed Intellectual Property.

  • Business IP means all (i) Intellectual Property licensed to and/or necessary for the conduct of the business of the Company or any Retained Subsidiary and (ii) Owned Intellectual Property.

  • Transferred Asset means each asset, including any Loan Asset and Substitute Loan Asset (including, if any, the Participation thereof), Conveyed by the Seller to the Purchaser hereunder, including with respect to each such asset, all Related Property; provided that the foregoing will exclude the Retained Interest and the Excluded Amounts.

  • Company IP Rights means all Intellectual Property owned, licensed, or controlled by the Company or its Subsidiaries that is necessary for or used in the operation of the business of the Company and its Subsidiaries as presently conducted.

  • Excluded Intellectual Property means any Intellectual Property (including Software, but excluding Trademarks), owned by Seller and its Affiliates as of the date hereof that is not Acquired IP.

  • Transferred Property shall have the meaning specified in Section 2.1(a) hereof.

  • Product Intellectual Property means all of the following related to a Divestiture Product (other than Product Licensed Intellectual Property):

  • Excluded IP has the meaning assigned to such term in the U.S. Security Agreement.

  • Licensed IP means the Licensed Patents and the Licensed Know-How.

  • Transferred Equity means the equity interest in the Company which the WFOE has the right to request either of the Company Shareholders to transfer to it or its designated entity or individual in accordance with Article 3 hereof when the WFOE exercises its Equity Transfer Option, the quantity of which may be all or part of the Option Equity and the specific amount of which shall be determined by the WFOE at its sole discretion in accordance with the then-effective PRC Law and based on its commercial consideration.

  • Owned Company IP means the Intellectual Property that is owned by Company or any of its Subsidiaries.

  • Owned IP means all Intellectual Property owned or purported to be owned by any Group Company, including the Registered IP.

  • Transferred Permits has the meaning set forth in Section 1.1(b).

  • Parent Intellectual Property means the Intellectual Property Rights owned or purported to be owned by Parent or its Subsidiaries.

  • Developed IP means any Intellectual Property Rights that are conceived or reduced to practice, or otherwise created or developed, by or on behalf of a Party, its Affiliates or sublicensees, alone or together with one or more Third Parties, during the Term in connection with the Development, Manufacture, or use of the Compound or any Product.

  • Intellectual Property Assets includes:

  • Transferred Entities means the entities set forth on Schedule 1.5.