Common use of Computer Hardware and Software Clause in Contracts

Computer Hardware and Software. Section 3.8 of the Disclosure Schedule sets forth a list of all computer equipment, computer programs and documentation, and computer services which are owned or licensed by a member of the Seller Group and are material to the continued operation of the Business in a manner consistent with current operations. The Seller Group has all right, title and interest in and to all intellectual property rights in the computer software and programs owned by the Seller Group, free and clear of all Encumbrances (other than Permitted Exceptions). The use by the Seller Group of its owned and licensed computer software and programs is in compliance in all material respects with the term of any license or other contract between any member of the Seller Group and any third party. The Seller Group is in compliance in all material respects with the terms and conditions of all Contracts in favor of the Seller Group relating to its licensed computer software and programs.