Acquired Company IP definition

Acquired Company IP means any Intellectual Property Rights or Technology owned or purported to be owned by any of the Acquired Companies, excluding for the avoidance of doubt, Licensed IP.
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Acquired Company IP means Intellectual Property used in the conduct of the business of the Acquired Companies as currently conducted.
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Acquired Company IP means (a) all Intellectual Property and Intellectual Property Rights in which any of the Acquired Companies has (or purports to have) an ownership interest, exclusive license, exclusive covenant not to assert (benefitting any Acquired Company), or similar exclusive right in any field or territory and (b) all Intellectual Property and Intellectual Property Rights embodied in or applicable to each Acquired Company Product.
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Examples of Acquired Company IP in a sentence

  • None of the Acquired Companies has received any notice of a default, alleged failure to perform or any offset or counterclaim with respect to any Acquired Company IP Contract that has not been fully remedied and withdrawn.

  • Specifically, state agencies currently receive no guidance related to offshoring and are not required to track where their contracted services are being performed or report the extent to which services are being performed offshore.

  • The Acquired Companies collectively are the sole and exclusive owner of all right, title and interest to and in the Acquired Company IP (other than Intellectual Property Rights validly licensed to any of the Acquired Companies, as identified in Section 2.08(a)(xx) of the Disclosure Schedule), free and clear of any Encumbrances (other than Permitted Liens and licenses granted pursuant to the Contracts listed in Section 2.08(a)(xxi) of the Disclosure Schedule).

  • The Acquired Company is currently taking reasonable and practicable steps designed to protect, preserve, and maintain the secrecy and confidentiality of all material Acquired Company IP Rights and all of Acquired Company's proprietary rights therein.

  • To the Knowledge of the Company, no Person has infringed, misappropriated or otherwise violated, and to the Knowledge of the Company, no Person is currently infringing, misappropriating or otherwise violating, any Acquired Company IP.

  • All of the Acquired Company Intellectual Property is valid and enforceable, and all Acquired Company IP Registrations are subsisting and in full force and effect.

  • No event has occurred, and no circumstance or condition exists, that, with notice, the passage of time or both, will: (i) constitute a default under, or result in a violation or breach by any Acquired Company of, any provision of any Acquired Company IP Contract; or (ii) give any Person the right to declare a default or exercise any remedy or termination right under any Acquired Company IP Contract.

  • The Company shall have delivered or caused to have been delivered to Buyer assignments, in form and substance reasonably satisfactory to Buyer, duly executed by each Acquired Company Employee who (i) is currently employed by an Acquired Company, (ii) was involved in the creation of any Acquired Company IP, and (iii) is set forth on Schedule 5.02(s).

  • All Acquired Company IP is subsisting, enforceable and, to the Knowledge of the Company, valid.

  • These should also be immediately available on the CEF’s website.The repurchase and issuance of shares should be disclosed promptly, including the number of shares and the price.


More Definitions of Acquired Company IP

Acquired Company IP shall have the meaning set forth in Section 3.13(a).
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Acquired Company IP means: (a) any Intellectual Property or Intellectual Property Right in which any of the Acquired Companies has (or purports to have) an ownership interest or an exclusive license or similar exclusive right in any field or territory; and (b) any other Intellectual Property or Intellectual Property Right used or held for use in the business of any of the Acquired Companies as currently conducted and as currently proposed by the Acquired Companies to be conducted. “Acquired Company IP Contract” means any Company Contract that is a XXXX or contains any assignment or license of any Intellectual Property or Intellectual Property Right or that otherwise relates to any Acquired Company IP or any Intellectual Property developed by, with or for any of the Acquired Companies, including any Inbound Licenses and Outbound Licenses. “Acquired Company Privacy Policy” means each external or internal, past or present privacy policy, representation, statement, or notice of any Acquired Company, including any policy relating to: (a) the privacy of users of any Acquired Company Web Site or Acquired Company Software; (b) the data protection, Processing, security, collection, storage, disclosure or transfer of any Personal Data; or (c) any employee information. “Acquired Company Software” has the meaning set forth in Section 3.11(k). “Acquired Company System” means any information technology or computer system (including software, hardware, equipment, databases and telecommunications infrastructure) relating to the transmission, storage, maintenance, organization, presentation, generation, processing or analysis of electronic or other data or information, in each case that is used in or necessary for the conduct of the business of any of the Acquired Companies (including any Acquired Company Web Site) at any time. “Acquired Company Web Site” means any public or private website, social media page or mobile application owned, maintained or operated at any time by or on behalf of any of the Acquired Companies, including the website at xxx.xxxxx.xxx, and any online service made available by any Acquired Company. “Acquisition Transaction” means any transaction or series of transactions involving: (a) the sale, license, sublicense or disposition of all or a material portion of any Acquired Company’s business or assets, including Intellectual Property and Intellectual Property Rights; (b) the grant, issuance, disposition or acquisition of: (i) any share capital, unit, membership intere...
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Acquired Company IP means all Intellectual Property in which the Acquired Company has (or purports to have) an ownership interest or an exclusive license or similar exclusive right. “Acquired Contracts” shall have the meaning set forth in Section 1.2(a)(ii). “Acquired IP” shall have the meaning set forth in Section 3.1(r)(i). “Acquired Leased Real Property” shall have the meaning set forth in Section 3.1(n)(i). “Acquired Owned Real Property” shall have the meaning set forth in Section 3.1(n)(i). “Acquired Permits” shall have the meaning set forth in Section 3.1(k). “Acquired Real Property” shall have the meaning set forth in Section 3.1(n)(i). “Acquired Registered IP” shall have the meaning set forth in Section 3.1(r)(i). “Acquired Shares” shall have the meaning set forth in Section 1.1. “Acquisition Transaction” shall have the meaning set forth in Section 5.8. “Affiliate” shall mean, with respect to any specified Person, any other Person that owns or controls, is owned or controlled by or is under common ownership or control with such specified Person. For purposes of this definition, “control” means the ability to direct the operation or management of a Person, whether by Contract, ownership of securities, status as director, officer or other position therein, or otherwise. For the avoidance of doubt, the Acquired Company shall be considered an Affiliate of Vectron prior to the Closing, and shall be considered an Affiliate of Buyer following the Closing. “Affiliate Agreement” shall have the meaning set forth in Section 3.1(s). “Agreement” shall have the meaning set forth in the preamble of this Agreement. “Anti-Corruption Laws” shall mean, collectively, any applicable Law relating to corruption, bribery or similar actions of government officials or any other persons, as well as sanctions and export controls, including the U.S. Foreign Corrupt Practices Act of 1977, USA Patriot Act, the Export Administration Act, the Export Administration Regulations, the Arms Export Control Act, the International Traffic in Arms Regulations, the International Emergency Economic Powers Act, the Trading with the Enemy Act, Section 999 of the Internal Revenue Code, customs laws and any rules and regulations issued under any of the foregoing and all trade regulations administered and enforced by the United States Department of the Treasury, Office of Foreign Assets Control, the Department of Commerce, Bureau of Industry & Security and Office of Antiboycott Compliance, the Department of State, D...
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Acquired Company IP means the combination of all the Acquired Company Owned IP and all of the Acquired Company Licensed IP.
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Related to Acquired Company IP

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

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

  • Acquired Company means any business, corporation or other entity acquired by the Company or any Subsidiary.

  • Acquired Companies means, collectively, the Company and the Company Subsidiaries.

  • 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.

  • Target Companies means the Company and its Subsidiaries.

  • Target Company means each of the Company and its direct and indirect Subsidiaries.

  • Company IP Contract means any Contract to which the Company is a party or by which the Company is bound, that contains any assignment or license of, or covenant not to assert or enforce, any Intellectual Property Right or that otherwise relates to any Company IP or any Intellectual Property developed by, with, or for the Company.

  • 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.

  • Acquired Corporations means the Company and each of its Subsidiaries, collectively.

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

  • Owned Company Intellectual Property means all Intellectual Property owned by the Company or any Company Subsidiary, other than unregistered items of Intellectual Property.

  • Company Subsidiary means a Subsidiary of the Company.

  • Company Subsidiaries means the Subsidiaries of the Company.

  • Company Licensed Intellectual Property means Intellectual Property Rights owned by any Person (other than a Group Company) that is licensed to any Group Company.

  • Acquired Entities means the Company and the Company Subsidiaries.

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

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

  • IP Licenses shall have the meaning set forth in Section 3.12(a) hereof.

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

  • Acquired Intellectual Property has the meaning given in Section 2.1(b).

  • Company Licensed IP means all Intellectual Property rights owned or purported to be owned by a third party and licensed to the Company or any Company Subsidiary or to which the Company or any Company Subsidiary otherwise has a right to use.

  • 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.

  • the Business means the usual work and activities carried on by the Insured pertaining to his business as specified in the Schedule and no others.

  • Acquired Contracts has the meaning given in Section 2.1(a).

  • Company Business means the business of the Company and its Subsidiaries as presently conducted.