Common use of The Intangible Property Clause in Contracts

The Intangible Property. As used herein, the term "INTANGIBLE PROPERTY" shall mean all of that certain intangible property owned by IWRA and used by IWRA in connection with all or any portion of the Real Property and/or the Personal Property, including, without limitation, all of IWRA's right, title and interest in, to and under: (a) all contract rights (including, without limitation, the Service Contracts), current accounts receivable (as determined in accordance with generally accepted accounting principles), books, records, reports, operating and training manuals, test results, environmental assessments, if any, as-built plans, specifications and other similar documents and materials relating to the use, operation, maintenance, repair, construction or fabrication of all or any portion of the Real Property and/or the Personal Property; (b) all rights, if any, in and to the trademarks, tradenames, patents, and trade secrets; (c) all computer software used in the operation and maintenance of all activities conducted on the Property (collectively, the "SOFTWARE"); (d) all transferable business licenses, architectural, site, landscaping or other permits, applications, approvals, authorizations and other entitlements affecting any portion of the Real Property; (e) all transferable guarantees, warranties and utility contracts relating to all or any portion of the Real Property; (f) all human resources files and records and all other records relating to any Transferred Employees; and (g) goodwill, all customer lists and player lists, mailing lists, casino files, copies of accounting records and copies of financial statements. Notwithstanding the foregoing, all originals of books, accounting records and other business records of IWRA may be retained by IWRA if HBR receives copies of such documents to the extent pertaining to the Property or the Gaming Facility, IWRA maintains such original documents to the extent pertaining to the Property or the Gaming Facility in good condition after the Closing Date and HBR is afforded such reasonable access to the original documents to the extent pertaining to the Property or the Gaming Facility as it may request. As used herein, "Intangible Property" shall not include the following (collectively, the "EXCLUDED INTANGIBLE PROPERTY"): (i) U.S. patent number 5,908,354, dated June 1, 1999, which is owned by the General Manager, (ii) the patent pending relating to activity boards used in the Gaming Equipment, which patent has been filed by the General Manager, (iii) all federal trademark registrations and/or pending applications for the following trademarks and servicemarks currently being used in the Gaming Facility, each of which is owned by the General Manager: "Lucky Dog" (Registration No. 2,134,991); "Wild Dog" (Registration No. 2,168,578), and "Wowzer" (registration pending); and (iv) subject to Section 11.4 hereof, any claim for tax refunds which relates to any period prior to the Closing Date.