Common use of Enforceability; No Challenges Clause in Contracts

Enforceability; No Challenges. Each item of Target Registered Intellectual Property is subsisting and in good standing, and to Target’s Knowledge, valid and enforceable. To Target’s Knowledge, there are no facts, information, or circumstances, including any facts or information that would constitute prior art, that would render any of the Target Registered Intellectual Property invalid or unenforceable, or would preclude the issuance of or otherwise affect any pending application for any Target Registered Intellectual Property. Target has not misrepresented, or failed to disclose, any facts or information in any application for any Target Registered Intellectual Property that would constitute fraud or a misrepresentation with respect to such application or that would otherwise affect the enforceability of any Target Registered Intellectual Property. With respect to each item of Target Registered Intellectual Property and each item of Target Licensed Intellectual Property that has been registered with a Registration Office and is exclusively licensed to Target, Target has not received notice of any inventorship challenge, opposition, cancellation, re-examination, interference, invalidity, unenforceability or other action or Legal Proceeding before any Registered Office relating to such Intellectual Property, nor to Target’s Knowledge, does there exist any fact that could lead to the commencement of any such action or proceeding.

Enforceability; No Challenges. Each item of issued Target Registered Intellectual Property is subsisting and in good standing, valid and enforceable. Each item of Target Registered Intellectual Property that has not issued is subsisting and in good standing , and, to the Knowledge of Target’s Knowledge, valid and enforceable. To Target’s Knowledge, there There are no facts, information, or circumstances, including any facts or information that would constitute prior art, that that, to the Knowledge of Target, would render any of the Target Registered Intellectual Property invalid or unenforceable, or would preclude the issuance of or otherwise affect any pending application for any Target Registered Intellectual Property. Neither Target nor any of its Subsidiaries has not misrepresented, or failed to disclose, any facts or information in any application for any Target Registered Intellectual Property that would constitute fraud or a misrepresentation Fraud with respect to such application or that would otherwise affect the enforceability of any Target Registered Intellectual Property. With respect to each item of Target Registered Intellectual Property and each item Property, neither Target nor any of Target Licensed Intellectual Property that its Subsidiaries has been registered with a Registration Office and is exclusively licensed to Target, Target has not received notice of any inventorship challenge, opposition, cancellation, re-examination, interference, invalidity, unenforceability or other action or Legal Proceeding proceeding before any Registered Office relating to such Intellectual PropertyProperty Rights, nor nor, to the Knowledge of Target’s Knowledge, does there exist any fact that could lead to the commencement of any such action or proceeding.