Intellectual Property Representations and Warranties. The Parties acknowledge that none of the Parties makes any representation or warranty with respect of the following: (a) whether any third party may have any right or interest in any Intellectual Property arising out the Research Program; (b) whether any Invention will be covered by any patent applications or issued patent, or by any division, continuation, reissue, reexamination or extension associated therewith. The Parties further acknowledge that it may be necessary to reach agreements with third parties in order to permit the use and exploitation of the results of the Research Program and of any Intellectual Property arising therefrom. The Parties acknowledge that the Principal Investigator, as a research specialist, has other sources of research grants and conducts independent, concurrent research in the area of the Research Program and that this independent, concurrent research may give rise to Intellectual Property to which Sponsor shall have no rights.
Intellectual Property Representations and Warranties. (a) AeroGen represents and warrants that to the best of its knowledge and belief the manufacture, use, sale, offer for sale or importation of the Product will not infringe any valid and enforceable claim of any third party patent.
Intellectual Property Representations and Warranties. Abaxis represents and warrants to Axxxxx as follows:
Intellectual Property Representations and Warranties. (a) Except as set forth in Section 4.12.2(a) of the Disclosure Schedule, the Company and its Subsidiaries own and have good and exclusive title to, or have assignable licenses to use, each item of Intellectual Property included in Section 4.12.1(a) of the Disclosure Schedule free and clear of all liens, encumbrances and adverse claims of title (other than Permitted Liens), such Intellectual Property is valid and enforceable (to the extent constituting an asset that can be "enforced"), and the rights of the Company and its Subsidiaries therein will not be terminated, canceled or modified as a result of the transactions contemplated by this Agreement.
Intellectual Property Representations and Warranties. The Provider represents and warrants to the Authority that:
Intellectual Property Representations and Warranties. Each Grantor hereby represents and warrants, on the Completion Date, that:
Intellectual Property Representations and Warranties. WVU represents, warrants and covenants that: (a) WVU has the right and authority to enter into this Agreement and grant the rights and licenses hereunder, (b) WVU has not previously granted, and will not grant in the future, any rights in the Intellectual Property Rights that are inconsistent with the rights and licenses grant to CM herein, (c) the Software does not infringe any patent rights, trade secrets or other proprietary rights of any third party, and (d) WVU does not own any rights in any other patent or patent application, the claims of which would dominate the Intellectual Property Rights or their use.
Intellectual Property Representations and Warranties. Part (d) of the License Agreement is hereby amended to insert the phrase "or except as specifically set forth in the Agreement, infringe" after the word "dominate" in the next to last line thereof.
Intellectual Property Representations and Warranties. Each Chargor represents and warrants to the Lender on each date up until the Discharge Date that it:
Intellectual Property Representations and Warranties. The following language shall be added to the end of Section 3 as new Sections 3.5 through 3.10: “Except as otherwise set forth in the amended Disclosure Schedule delivered in connection with this Amendment:
