Computer Software; Assignment of Rights. Seller shall have delivered a (i) ▇▇▇▇ of sale to Buyer conveying to Compression, to the extent the transfer thereof is not prohibited by any licensing restriction, any program software, system software or database that is used by Compression as part of its management information system, but specifically excluding any and all computer hardware owned by Seller that is not residing on the physical premises or under the control and possession of Compression or its employees, and (ii) an assignment to Buyer of Seller's rights and benefits under (A) the confidentiality agreements entered into in connection with Seller's efforts to sell Compression and (B) any non-competition agreement or covenant restricting any Person from engaging in conduct relating to Compression or its business. Schedule 7.2(f) is a list of Seller's software licensing arrangements for Compression that Seller, after due inquiry, has knowledge are subject to transfer restrictions.
Appears in 2 contracts
Sources: Stock Purchase Agreement (Universal Compression Inc), Stock Purchase Agreement (Universal Compression Holdings Inc)