Excluded Intellectual Property Clause Samples

Excluded Intellectual Property. As the Company will own all Intellectual Property, for my own protection of my prior existing rights, I have fully described on Annex A all the inventions, improvements, discoveries, writings, art, algorithms, computer codes and programs, mask works, business methods, trade secrets and other intellectual property that may relate to the research or business interests, present or prospective, of the Company which I made, conceived, created or authored, either alone or jointly with others, prior to my term of employment with the Company which I wish to be excluded from this agreement (collectively referred to as “Prior Inventions”). The descriptions in Annex A are sufficiently complete to enable qualified persons to distinguish between the intellectual property excluded from this agreement and any Intellectual Property subject to this agreement and include all U.S. and foreign patent and patent application numbers, of which I am aware, corresponding to the described items. If no Annex A is attached, I represent that there are no Prior Inventions. If, in the course of my employment with the Company, I incorporate a Prior Invention into a Company product, process or machine, the Company is hereby granted and shall have a nonexclusive, fully-paid, royalty-free, irrevocable, perpetual, worldwide license (with rights to sublicense through multiple tiers of sublicensees) to reproduce, make derivative works of, distribute, publicly perform, and publicly display in any form or medium, whether now known or later developed, make, have made, modify, use and sell such Prior Invention. Notwithstanding the foregoing, I agree that I will not incorporate, or permit to be incorporated, Prior Inventions in any Company Intellectual Property without the Company’s prior written consent.

Excluded Intellectual Property. The service m▇▇▇, owned by an affiliate of Seller, described in U.S. Patent and Trademark Office Reg. Number 4,268,574 (the “Registered M▇▇▇”) referring to “Compass Memory Support” as well as the right to use the word, “Compass”, in connection with rental and management of housing to persons with memory impairment and related conditions. None.

Excluded Intellectual Property. Any and all Intellectual Property that relates both to the Stations and other stations of Seller.

Excluded Intellectual Property. Buyer agrees that it will not use, and after Closing shall cause its Affiliates not to use, any of the Excluded Intellectual Property. Buyer acknowledges and agrees with Seller that the Excluded Intellectual Property and the goodwill represented thereby and pertaining thereto, are being retained by Seller and its Affiliates. Within sixty (60) days following the Closing Date, Buyer shall remove all identifications of Excluded Intellectual Property from all Acquired Assets, line markers materials, supplies, invoices or related items used by Buyer. Buyer will promptly, but in no event later than thirty (30) days after the Closing Date, contact every appropriate one-call agency in the vicinity of the Acquired Assets and have the contact information for one-calls changed from Seller’s or its Affiliates’ name to Buyer’s name. Buyer shall also provide revised maps to the one-call agencies where appropriate or required.

Excluded Intellectual Property. Abacus Technology acknowledges and agrees that the Intellectual Property identified on Attachment II hereto (the “Excluded Intellectual Property”) shall be retained by the Parent Companies and shall not be transferred or licensed to Abacus Technology or the other Spinco Companies pursuant to this Agreement, the Separation Agreement, or otherwise. It is acknowledged and agreed that the Excluded Intellectual Property listed on Attachment II hereto is provided for the avoidance of doubt, and that the Excluded Intellectual Property does not purport to be an exhaustive list of all Parent Intellectual Property.

Excluded Intellectual Property. All Intellectual Property being licensed to Buyer pursuant to the Technology License Agreement and the Patent License Agreement (with respect to which Buyer shall herewith license from Seller the rights therein provided), and the Intellectual Property set forth on Schedule 1.2(n);

Excluded Intellectual Property. “Excluded Intellectual Property” shall mean intellectual property solely related to: i) development of yeast for consolidated bioprocessing resulting from the collaboration between Dartmouth and the University of Stellenbosch, South Africa and subject to the Interinstitutional Agreement between Dartmouth College and University of Stellenbosch, dated January 3, 2006; ii) development of Clostridium thermocellum for consolidated bioprocessing resulting from the activities of Advanced Bioconversion Technologies, Inc., provided that said activities are not claimed in the US provisional patent application, Serial No. 60/731,674; and iii) process improvements for AFEX pretreatment, subject to the Interinstitutional Agreement between Dartmouth College and Michigan State University, dated August 1, 2005.

Excluded Intellectual Property. Warn▇▇-▇▇▇▇▇▇▇ ▇▇▇ll retain the right and title to any Intellectual Property and Information utilized in connection with the manufacture, packaging, testing, development, distribution, marketing, use or sale of any of Warn▇▇-▇▇▇▇▇▇▇'▇ ▇▇ its Affiliates' products, other than the Product and Cognex CR, including, but not limited to, those that are also used by Warn▇▇-▇▇▇▇▇▇▇ ▇▇▇ its Affiliates on the Product, such as the Park▇-▇▇▇▇▇ ▇▇▇demark, logo and designs.

Excluded Intellectual Property. For purposes of this definition, “Disposition,” “Indenture Exclusive Collateral” and “Excluded Intellectual Property” shall have the meanings ascribed thereto in the Intercreditor Agreement.