Common use of Intellectual Property, Licenses, Franchises and Formulas Clause in Contracts

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. Neither Company nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would reasonably be expected to have a Material Adverse Effect.

Appears in 8 contracts

Samples: Credit Agreement (Ball Corp), Credit Agreement (Ball Corp), Credit Agreement (Ball Corp)

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Intellectual Property, Licenses, Franchises and Formulas. Each of Company the Borrower and its Subsidiaries owns or holds licenses or other rights to or under all of the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, programs or data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, bases (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, ) except where the failure to own or hold such Intellectual Property could not reasonably be expected to result in a Material Adverse Effect, and has obtained assignments of all franchises, licenses and other rights or obtain of whatever nature, regarding Intellectual Property necessary for the present conduct of its business, without any known conflict with the rights of others, except such assignments would conflicts which could not reasonably be expected to have a Material Adverse Effect. Neither Company the Borrower nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyProperty which could reasonably be expected to have a Material Adverse Effect, or of any existing state of facts that would support a claim that use by Company the Borrower or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would could reasonably be expected to have a Material Adverse Effect.

Appears in 7 contracts

Samples: Credit Agreement (Huntsman CORP), Credit Agreement (Huntsman International LLC), Credit Agreement (Huntsman International LLC)

Intellectual Property, Licenses, Franchises and Formulas. Each of the Company and its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of the Company and its Subsidiaries, taken as a whole, (collectively, “Intellectual PropertyIP Rights”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of the Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. Neither To the knowledge of each Responsible Officer of the Company, neither the Company nor any of its Subsidiaries has knowledge of is subject to any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyIP Rights, or of any existing state of facts that would support a claim that use by the Company or any of its Subsidiaries of any such Intellectual Property IP Rights has infringed or otherwise violated any proprietary rights of any other Person which would reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Credit Agreement (Greif Inc), Credit Agreement (Greif Inc), Credit Agreement (Greif Inc)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and each of its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, Subsidiaries (collectively, “Intellectual Property”), and has obtained assignments of all leases licenses and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, Subsidiaries without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effectothers. Neither Company nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would Person, in each case except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 5 contracts

Samples: Term Loan Agreement (Texas Petrochemicals Inc.), Security Agreement (Texas Petrochemicals Inc.), Revolving Credit Agreement (TPC Group Inc.)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and each of its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx mxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, Subsidiaries (collectively, “Intellectual Property”), and has obtained assignments of all leases licenses and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, Subsidiaries without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effectothers. Neither Company nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would Person, in each case except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Term Loan Agreement (Texas Petrochemicals Inc.), Revolving Credit Agreement (Texas Petrochemicals Inc.), Term Loan Agreement (Texas Petrochemicals Inc.)

Intellectual Property, Licenses, Franchises and Formulas. Each of the Company and its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx mark registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of the Company and its Subsidiaries, taken as a whole, (collectively, “Intellectual PropertyIP Rights”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of the Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. Neither To the knowledge of each Responsible Officer of the Company, neither the Company nor any of its Subsidiaries has knowledge of is subject to any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyIP Rights, or of any existing state of facts that would support a claim that use by the Company or any of its Subsidiaries of any such Intellectual Property IP Rights has infringed or otherwise violated any proprietary rights of any other Person which would reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Greif Inc), Credit Agreement (Greif, Inc)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company the Borrower and its Subsidiaries owns or holds licenses or other rights to or under all of the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and 152 applications therefor, trade secrets, proprietary information, computer programs, programs or data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, bases (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, ) except where the failure to own or hold such Intellectual Property could not reasonably be expected to result in a Material Adverse Effect, and has obtained assignments of all franchises, licenses and other rights or obtain of whatever nature, regarding Intellectual Property necessary for the present conduct of its business, without any known conflict with the rights of others, except such assignments would conflicts which could not reasonably be expected to have a Material Adverse Effect. Neither Company the Borrower nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyProperty which could reasonably be expected to have a Material Adverse Effect, or of any existing state of facts that would support a claim that use by Company the Borrower or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Huntsman International LLC)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company Holdings and its Subsidiaries owns or holds licenses or other rights to or under all of the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, programs or data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, bases (collectively, "Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, ") except where the failure to own or hold such Intellectual Property could not reasonably be expected to result in a Material Adverse Effect, and has obtained assignments of all franchises, licenses and other rights or obtain of whatever nature, regarding Intellectual Property necessary for the present conduct of its business, without any known conflict with the rights of others, except such assignments would conflicts which could not reasonably be expected to have a Material Adverse Effect. Neither Company Holdings nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyProperty which could reasonably be expected to have a Material Adverse Effect, or of any existing state of facts that would support a claim that use by Company Holdings or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Huntsman International LLC)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, whole (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, 168 in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. Neither Company nor any of its Subsidiaries has knowledge of any existing or threatened (in writing) claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyProperty owned by Company and its Subsidiaries, or of any existing state of facts that would support a claim has knowledge that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Ball Corp)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx mark registrations and applications therefor, trade names, copyrightscopyrighxx, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, (collectively, "Intellectual Property"), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. Neither Company nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Ball Corp)

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Intellectual Property, Licenses, Franchises and Formulas. Each of Company and its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. Neither To the knowledge of each Responsible Officer of Company, neither Company nor any of its Subsidiaries has knowledge of is subject to any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Greif Inc)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and its Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. Neither Company nor any of its Subsidiaries has knowledge of any existing or 119 threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Ball Corp)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and its Subsidiaries owns or holds holds, licenses or has other rights to or under underuse all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and andand proprietary formulas, or rights with respect to the foregoing foregoing, which are material to the business of Company and its Subsidiaries, taken as a whole, whole (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, where the thesuch failure to own or hold such such, license or have rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effect. For the avoidance of doubt, the foregoing representation shall not be deemed to constitute a representation or warranty with respect to infringement or other violation of proprietary rights of any Person, which is addressed exclusively in the last sentence of this Section 6.20. Neither Company nor any of its Subsidiaries (i) has knowledge of any existing or threatened (in writing) claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyProperty owned by Company and its Subsidiariessubsidiaries, or of any existing state of facts that would support a claim (ii) has knowledge that use by Company or any of its Subsidiaries of any such Intellectual Property in the conduct of their business as currently conducted has infringed or otherwise violated any proprietary rights of any other Person which which, in the case of clauses (i) and (ii), in a manner that would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (BALL Corp)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company and each of its Subsidiaries owns or holds ------------------------------------------------------------- licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx mark registrations and applications therefor, trade names, copyrights, copyright registrations and applications thereforxxxrefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, Subsidiaries (collectively, "Intellectual Property"), and has --------------------- obtained assignments of all leases licenses and other rights of whatever nature, material to necessary for the present conduct of the business of Company and its Subsidiaries, taken as a whole, Subsidiaries without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effectothers. Neither Company nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would Person, except as could not reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Us Can Corp)

Intellectual Property, Licenses, Franchises and Formulas. Each Borrower and each of Company and its their Subsidiaries owns or holds licenses or other rights to or under all the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations mark xxxistrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material necessary to the operation of the business of Company Borrowers and its Subsidiaries, taken as a whole, their Subsidiaries (collectively, "Intellectual Property"), and has obtained assignments of all leases and other rights of whatever 101 nature, material to necessary for the present conduct of the business of Company and its Subsidiaries, taken as a wholebusiness, without any known material conflict with the rights of others except, in each case, where the failure to own or hold such rights or obtain such assignments would not reasonably be expected to have a Material Adverse Effectothers. Neither Company Borrower nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual Property, or of any existing state of facts that would support a claim that use by Company a Borrower or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person Person, which would could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Natg Holdings LLC)

Intellectual Property, Licenses, Franchises and Formulas. Each of Company the Borrower and its Subsidiaries owns or holds licenses or other rights to or under all of the material patents, patent applications, trademarks, designs, service marks, trademark and service xxxx registrations and applications therefor, trade names, copyrights, copyright registrations and applications therefor, trade secrets, proprietary information, computer programs, programs or data bases, licenses, permits, franchises and formulas, or rights with respect to the foregoing which are material to the business of Company and its Subsidiaries, taken as a whole, bases (collectively, “Intellectual Property”), and has obtained assignments of all leases and other rights of whatever nature, material to the present conduct of the business of Company and its Subsidiaries, taken as a whole, without any known material conflict with the rights of others except, in each case, ) except where the failure to own or hold such Intellectual Property could not reasonably be expected to result in a Material Adverse Effect, and has obtained assignments of all franchises, licenses and other rights or obtain of whatever nature, regarding Intellectual Property necessary for the present conduct of its business, without any known conflict with the rights of others, except such assignments would conflicts which could not reasonably be expected to have a Material Adverse Effect. Neither Company the Borrower nor any of its Subsidiaries has knowledge of any existing or threatened claim by any Person contesting the validity, enforceability, use or ownership of the Intellectual PropertyProperty which could reasonably be expected to have a Material Adverse Effect, or of any existing state of facts that would support a claim that use by Company the Borrower or any of its Subsidiaries of any such Intellectual Property has infringed or otherwise violated any proprietary rights of any other Person which would could reasonably be expected to have a Material Adverse Effect.. 155

Appears in 1 contract

Samples: Credit Agreement (Huntsman International LLC)

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