Use of Sellers Intellectual Property Sample Clauses

Use of Sellers Intellectual Property. (a) Notwithstanding anything to the contrary contained in this Agreement, it is expressly agreed that Purchaser is not purchasing, acquiring or otherwise obtaining, and the Companies will not be entitled to retain following the Closing Date, any right, title or interest in any Intellectual Property (other than the Intellectual Property included in the Assets) owned by Sellers as of the Closing Date, including without limitation, any trademarks or logos employing Sellers’ names or any part or variation of such names or anything confusingly similar thereto. (b) As soon as practicable, and in any event within six months after the Closing, Purchaser shall: (i) remove “Cell Therapeutics” or any other similar ▇▇▇▇ and any other trademark, design or logo previously or currently used by Sellers, other than those included in the Transferred Intellectual Property (the “Seller Marks”), from all buildings, signs and vehicles of Purchaser, and from all other assets of the Companies and all the Assets (except those Assets described in Section 6.8(c)); and (ii) cease using the Seller Marks in electronic databases, web sites, product instructions and other materials, printed or otherwise, except as permitted in Section 6.8(c). (c) For a period of six (6) months after Closing, Purchaser may use the Seller Marks on any TRISENOX packaging that is included in the Assets as of the Closing Date in any electronic databases, web sites, product instructions and other materials, printed or otherwise containing depictions of such packaging; provided, that, with respect to any finished goods inventory included in the Assets, Purchaser may use the Seller Marks for a period of twelve (12) months after Closing. (d) As soon as practicable after the Closing and no later than sixty (60) days, Purchaser shall cease using the Seller Marks in all invoices, letterhead, and business cards. (e) Purchaser acknowledge and agree that Seller and its Affiliates are the exclusive owners of the Seller Marks and all goodwill attached thereto. Except as set forth in this Section 6.8, the Transaction Agreements do not give Purchaser the right to use the Seller Marks and Purchaser agrees not to use any trademarks, service marks, trade names or logos that are substantially similar to the Seller Marks. Purchaser will use Seller Marks as specified by Seller policy, a copy of which has been provided to Purchaser. Purchaser agree not to attempt to register the Seller Marks nor to register anywhere in the world ...
Use of Sellers Intellectual Property 

Related to Use of Sellers Intellectual Property

  • Intellectual Property Warranty CONTRACTOR represents and warrants that its performance of all obligations under this Contract does not infringe in any way, directly or contributorily, upon any third party’s intellectual property rights, including, without limitation, patent, copyright, trademark, trade secret, right of publicity and proprietary information.

  • Licensed Intellectual Property Section 3.17(h)(vi)...................................29

  • Title to Intellectual Property a) All right, title and interest in and to Foreground Intellectual Property prepared, conceived or developed by the Supplier/Service Provider, its researchers, agents and employees shall vest in Transnet and the Supplier/Service Provider acknowledges that it has no claim of any nature in and to the Foreground Intellectual Property. The Supplier/Service Provider shall not at any time during or after the termination or cancellation of this Agreement dispute the validity or enforceability of such Foreground Intellectual Property, or cause to be done any act or anything contesting or in any way impairing or tending to impair any part of that right, title and interest to any of the Foreground Intellectual Property and shall not counsel or assist any person to do so. b) Transnet shall be entitled to seek protection in respect of the Foreground Intellectual Property anywhere in the world as it shall decide in its own absolute discretion and the Supplier/Service Provider shall reasonably assist Transnet in attaining and maintaining protection of the Foreground Intellectual Property. c) Where the Foreground Intellectual Property was created by the Supplier/Service Provider or its researchers, agents and employees and where Transnet elects not to exercise its option to seek protection or decides to discontinue the financial support of the prosecution or maintenance of any such protection, Transnet shall notify the Supplier/Service Provider who shall have the right of first refusal to file or continue prosecution or maintain any such applications and to maintain any protection issuing on the Foreground Intellectual Property. d) No consideration shall be paid by Transnet to the Supplier/Service Provider for the assignment of any Foreground Intellectual Property from the Supplier/Service Provider to Transnet, over and above the sums payable in terms of this Agreement. The Supplier/Service Provider undertakes to sign all documents and do all things as may be necessary to effect, record and perfect the assignment of the Foreground Intellectual Property to Transnet. e) Subject to anything contrary contained in this Agreement and/or the prior written consent of Transnet [which consent shall not be unreasonably be withheld], the Supplier/Service Provider shall under no circumstances be entitled as of right, or to claim the right, to use Transnet’s Background Intellectual Property and/or Foreground Intellectual Property.

  • Intellectual Property Matters A. Definitions

  • Company Intellectual Property You acknowledge and agree that any intellectual property, including, without limitation, works, materials, inventions, invention disclosures, invention registrations, patent rights, trademarks, service marks, trade names, trade dress, logos, domain names, copyrights, design rights, mask works, software, apparatus, technology, data, trade secrets, know-how and all other intellectual property and proprietary rights recognized by any applicable law of any jurisdiction, that you create, discover, conceive, reduce to practice, develop or acquire during the course of your employment or service, either alone or jointly with others, (i) using any equipment, supplies, facilities, trade secrets, know-how or other Confidential Information of the Company or any of its affiliates, (ii) that results from any work performed for the Company or any of its affiliates and/or (iii) that otherwise relates to the Company’s or any of its affiliates’ business or actual or demonstrably anticipated research or development (collectively, “Company Intellectual Property”) is and shall remain the exclusive property of the Company or the affiliate of the Company, as applicable, that is your employer (the “Employer”) whether registered or otherwise exploited or not. In furtherance of the foregoing, you hereby assign, transfer, convey and deliver to the Employer your entire right, title and interest in and to any and all such Company Intellectual Property.