Assigned Assets. The Seller is the owner, inventor and/or author of, and can grant exclusive right, title and interest in and to, each of the Assigned Assets transferred by the Seller hereunder and that none of the Assigned Assets are subject to any dispute, claim, prior license or other agreement, assignment, lien, encumbrance or rights of any third party, or any other rights that might interfere with the Designated Subsidiary’s use, or exercise of ownership of, any of the Assigned Assets. The Seller further represents and warrants to the Buyer and the Designated Subsidiary that the Assigned Assets are free of any claim of any prior employer or third party client of the Seller or any school, university or other institution the Seller attended, if any, and that the Seller is not aware of any claims by any third party to any rights of any kind in or to any of the Assigned Assets. The Seller agrees to immediately notify the Buyer and Designated Subsidiary upon becoming aware of any such claims.
Appears in 2 contracts
Sources: Master Acquisition Agreement (Glimpse Group, Inc.), Master Acquisition Agreement (Glimpse Group, Inc.)