Examples of IP Contracts in a sentence
Section 5.01(j)(vi) of the Disclosure Schedule sets forth a true and correct list of all material IP Contracts to which the Company is a party.
The aggregate consideration for the Purchased Assets shall be (a) an amount in cash equal to $51,250,000, less all payments received by Seller on or after May 1, 2008 under the Core IP Contracts, and (b) the assumption of the Assumed Liabilities (collectively, the “Purchase Price”).
Seller shall indemnify Buyer and its Affiliates from and against any third party claims which arise from the provision of such access and use constituting a breach of contract under the applicable Excluded FH Software Licenses or the IP Contracts under which the Transferred Software is provided to Seller.
Each of the Company and its Subsidiaries is in material compliance with, and has not materially breached any term of any IP Contracts and, to the Knowledge of the Company, all other parties to all IP Contracts are in compliance with, and have not materially breached any term of, such IP Contracts.
The consummation of the transactions contemplated by this Agreement will neither violate nor result in the breach, modification, cancellation, termination, suspension of, or acceleration of any payments (including allowing any third party to require the Company or any of its Subsidiaries to prepay any obligations or result in the loss of any prepaid royalties or fees) with respect to, any IP Contracts.