Intellectual Property Documents Clause Samples

Intellectual Property Documents. Evidence of Seller’s authorization to its intellectual property counsel to deliver files relating to the Transferred Intellectual Property Rights and JNJ Transferred Intellectual Property Rights to Buyer’s counsel; and

Intellectual Property Documents. Agreements relating to the granting to Lender of a security interest in Intellectual Property of Borrowers and the other Credit Parties to the extent applicable in a form suitable for filing with the appropriate Federal filing office.

Intellectual Property Documents. As soon as reasonably practicable following the Effective Date, and in no event later than the Closing Date, Seller shall deliver to Purchaser accurate copies of all Owned Intellectual Property and all files of Seller related to the prosecution and maintenance of each such Owned Intellectual Property.

Intellectual Property Documents. Without limiting the generality of Section 4.8.5.2, the Company Group enforces a policy of requiring (a) each Company Employee to execute and deliver to the Combined Company a valid Company NDA and (b) each other Company Person involved in the development of Company IP to execute and deliver to the Combined Company a valid Company PRC. All Current Company Employees have executed a Company NDA. Copies of all Company NDAs and Company PRCs for Current Company Employees and Current Company Independent Contractors have been made available to Parent. The Company NDAs, the Company PRCs and/or Applicable Law (a) appropriately protect the Company IP and all Intellectual Property and confidential or proprietary information of any other Person to whom the Company Group has a legal, fiduciary, contractual or other obligation of confidentiality or non-disclosure and (b) assign to the Combined Company and waive all rights in and to any Company IP that are developed by any Company Persons. Without 36 limiting the generality of Section 4.8.5.2, all Intellectual Property and other rights in and to all Company IP developed or otherwise created or conceived by each Company Person (including without limitation all Company Employees) in the course of his, her or its employment with or engagement by the Combined Company or any of its predecessors in interest have vested in or been fully assigned to the Combined Company and waived by the Company Person, either by operation of Law or pursuant to a valid Company PRC ("Vested IP Rights"). Any and all documents (other than Company NDAs or Company PRCs) purporting to perfect such assignments and waivers have been completed, made available to Parent and, with respect to Company Patents, filed by the Combined Company with the appropriate Governmental Authorities. Upon consummation of the transactions contemplated hereby and in the Ancillary Agreements, Parent or the Merger Sub (without consent or the creation of any Encumbrance) shall have full right to all of the Combined Company's rights in and to and arising under any Vested IP Rights), and full right to enforce the terms of any Company NDA or Company PRC. The consummation of the Merger, the Stock Purchase and the transactions contemplated by this Agreement and the Ancillary Agreements will not materially alter or impair the Combined Company's rights to and interests in any Company IP (including all Vested IP Rights or any other rights under any Company PRC or Company NDA. There are...

Intellectual Property Documents. Seller shall have each executed and caused to be delivered to Buyer the following: (i) Assignment of Patent Rights (ii) Assignment of Trademark Rights

Intellectual Property Documents. 10 Transfer There transfer to the Client instead of licence. 12 Fees [if any] The only fees payable by the Client for its rights under this clause are:   Consent to publicity is required from both the Client1

Intellectual Property Documents. Buyer shall have received, to its satisfaction, all of the Intellectual Property Documents.