Intangible Rights Definition

Intangible Rights definition

Intangible RightsМэmeans any and all foreign and domestic patents, patent rights, trademarks, service marks, trade names, and copyrights (whether or not registered and, if applicable, including pending applications for registration), domain names and addresses, internet addresses, Trade Secrets, Confidential Information, and computer software and licenses other than such that are generally available on a retail basis.

Intangible RightsМэhas the meaning ascribed thereto in section 3.1(x);

Intangible RightsМэmeans any and all intangible assets, and rights, privileges, credits, claims, demands, causes in action, prepayments, deposits made by or on behalf of the Dealership Companies, refunds, claims in bankruptcy, indemnification agreements with (and indemnification rights against) third parties and offsets with respect to the other Operating Assets (or the Business).

The sale, transfer, conveyance, assignment and delivery by Seller of the BC Assets to Buyer on the Closing Date by SellerвЂ™s execution and delivery to Buyer of one or more bills of sale, assignments and other conveyance instruments with respect to SellerвЂ™s transfer of the BC Assets including but not necessarily limited to all Intangible Rights in form and scope reasonably satisfactory to Buyer (collectively the вЂњConveyance DocumentsвЂ�).
The term вЂњCompany Intangible RightsвЂ� mean all Intangible Rights that are owned, licensed or controlled by Seller or are otherwise Used by Seller for the ownership, management, operation or commercialization of its Properties and the conduct of its business.

Intangible RightsМэshall have the meaning set forth in Section 1.01(g) hereof.

Intangible RightsМэmeans and include any and all information, trade secrets, patents, copyrights, trademarks, trade names and other intangible properties owned by the Company that are necessary or customarily used by the Company in the operation of its Business, including the Intangible Rights listed on Schedule 1.17 to the Disclosure Schedule .

Intangible RightsМэmeans (i) any and all foreign and domestic patents, patent rights, trademarks, service marks, trade names, brands and copyrights (whether or not registered and, if applicable, including pending applications for registration) owned, Used, licensed or controlled by Seller and all goodwill associated therewith; and (ii) any and all information, know-how, trade secrets, software, formulae, methods, processes and other intangible properties that are necessary or customarily Used by Seller in its business.

Intangible RightsМэmeans (i) any and all documents in whatever form, including but not limited to writings, computer disks, computer tapes, and electronic records, containing design and technical information, engineering or production data, drawings, plans, specifications, techniques, methods, processes, trade secrets, reports, models, market research data, customer lists, and any and all other material or matter used by or in possession of Licensor and applicable to the design, manufacture, assembly, service, and sale of the Licensed Products, (ii) Licensor's general and specific knowledge, experience, and information, not in written or printed form, applicable to the design, manufacture, assembly, service, and sale of the Licensed Products, and (iii) any other trade secret information, and proprietary information that may be applicable to the design, manufacture, assembly, service, and sale of the Licensed Products.

Intangible RightsМэmeans (i) all inventions (whether patentable or unpatentable, and whether or not reduced to practice), all improvements thereto, and all patents, patent applications, and patent disclosures, together with all reissuances, continuations, continuations-in-part, revisions, extensions, and reexaminations thereof, (ii) all trademarks, service marks, trade dress, logos, trade names and corporate names, together with all translations, adaptations, derivations and combinations thereof and including all goodwill associated therewith, and all applications, registrations and renewals in connection therewith, (iii) all copyrightable works, all copyrights, all applications, registrations and renewals in connection therewith, (iv) all trade secrets and confidential business information (including, without limitation, ideas, research and development, know-how, formulas, compositions, manufacturing and production processes and techniques, technical data, designs, drawings, specifications, supplier lists, and business and marketing plans and proposals), (v) all gene sequences, cell lines, chemical compounds, assays and biological materials, (vi) all other proprietary rights and (vii) all copies and tangible embodiments of any of the foregoing (in whatever form or medium).

Intangible Rights.МэSection 2.1(i); вЂњLeasesвЂ�, Section 2.1(a); вЂ�Parent Restricted StockвЂ� and вЂ�Parent Stock ConsiderationвЂ�, Section 2.3(a); вЂ�Personal PropertyвЂ�, Section 2.1(e); вЂ�Preliminary Settlement StatementвЂ�, Section 7.2; вЂ�Real Property InterestsвЂ�, Section 2.1(d); вЂњRecordsвЂ�, Section 2.1(j); вЂ�Retained LiabilitiesвЂ�, Section 2.5; вЂ�Transferred ContractsвЂ�, Section 2.1(g); вЂ�Vendor ClaimsвЂ�, Section 3.1(n) and вЂњWxxxxвЂ�, Section 2.1(b). In addition, the following terms and expressions shall have the meanings set forth hereinafter:

Intangible RightsМэmeans, for any Person, any permits, franchises, licenses, patents, trademarks, trade names, intellectual property rights, technology, know-how, and processes of such Person.