Know-How Necessary for the Business The Intellectual Property Rights are all those necessary for the operation of the Company’s businesses as it is currently conducted or contemplated to be conducted. The Company is the owner of all right, title, and interest in and to each of the Intellectual Property Rights, free and clear of all liens, security interests, charges, encumbrances, equities, and other adverse claims, and has the right to use all of the Intellectual Property Rights. To the Company’s knowledge, no employee of the Company has entered into any contract that restricts or limits in any way the scope or type of work in which the employee may be engaged or requires the employee to transfer, assign, or disclose information concerning his work to anyone other than of the Company.
Necessary Filings 3 2.2. No Liens.........................................................3 2.3.
Existence; Businesses and Properties (a) Do or cause to be done all things necessary to preserve, renew and keep in full force and effect its legal existence and (to the extent the concept is applicable in such jurisdiction) good standing under the legal requirements of the jurisdiction of its formation, except as otherwise expressly permitted under Section 6.05, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (b) Qualify and remain qualified as a foreign entity in each jurisdiction in which qualification is necessary in view of its business and operations or the ownership of its properties, except where failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. (c) Do or cause to be done all things necessary to obtain, preserve, renew, extend, maintain and keep in full force and effect the rights, privileges, licenses, permits, franchises, authorizations, patents, copyrights, trademarks and trade names material to the conduct of its business, except where the failure to do so could not reasonably be expected to have a Material Adverse Effect; maintain and operate such business in substantially the manner in which it is presently conducted and operated; comply in all material respects with all applicable laws, rules, regulations, decrees and orders of any Governmental Authority, whether now in effect or hereafter enacted, except where the failure do so could not reasonably be expected to have a Material Adverse Effect; and at all times maintain and preserve all property material to the conduct of such business and keep such property in good repair, working order and condition and from time to time make, or cause to be made, all needful and proper repairs, renewals, additions, improvements and replacements thereto necessary in order that the business carried on in connection therewith may be properly conducted at all times, except where the failure to do so could not reasonably be expected to have a Material Adverse Effect.
Occupancy Costs (i) The Assuming Bank agrees to pay to the Receiver, or to appropriate third parties at the direction of the Receiver, during and for the period of any occupancy by it of (x) owned Bank Premises the market rental value, as determined by the appraiser selected in accordance with the definition of Fair Market Value, and all operating costs, and (y) leased Bank Premises, all operating costs with respect thereto and to comply with all relevant terms of applicable leases entered into by the Failed Bank, including without limitation the timely payment of all rent. Operating costs include, without limitation all taxes, fees, charges, utilities, insurance and assessments, to the extent not included in the rental value or rent. If the Assuming Bank elects to purchase any owned Bank Premises in accordance with Section 4.6(a), the amount of any rent paid (and taxes paid to the Receiver which have not been paid to the taxing authority and for which the Assuming Bank assumes liability) by the Assuming Bank with respect thereto shall be applied as an offset against the purchase price thereof. (ii) The Assuming Bank agrees during the period of occupancy by it of owned or leased Bank Premises, to pay to the Receiver rent for the use of all owned or leased Furniture and Equipment and all owned or leased Fixtures located on such Bank Premises for the period of such occupancy. Rent for such property owned by the Failed Bank shall be the market rental value thereof, as determined by the Receiver within sixty (60) days after Bank Closing. Rent for such leased property shall be an amount equal to any and all rent and other amounts which the Receiver incurs or accrues as an obligation or is obligated to pay for such period of occupancy pursuant to all leases and contracts with respect to such property. If the Assuming Bank purchases any owned Furniture and Equipment or owned Fixtures in accordance with Section 4.6(f) or 4.6(h), the amount of any rents paid by the Assuming Bank with respect thereto shall be applied as an offset against the purchase price thereof.
PARTICULARS OF SUBJECT PROPERTY TITLE : The strata title for the subject property has not been issued. PARENT TITLE / LOT NO : Geran 336, Lot No.266 TOWN/DISTRICT/STATE : Ceras / Hulu Langat / Selangor Darul Ehsan TENURE : Freehold (Interest in perpetuity) FLOOR AREA : 88.4 square metres (952 square feet) DEVELOPER/VENDOR : KEB Netiizen Sdn Bhd (1026339-K) PROPRIETOR : ▇▇▇▇ ▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇ Her & ▇▇▇ ▇▇▇▇ ▇▇▇▇▇ ASSIGNOR : ▇▇▇ ▇▇▇▇ ▇▇▇ ENCUMBRANCES : Assigned to RHB Bank Berhad [196501000373 (6171-M)] The subject property is located within Netizen Residensi, Lebuh Utama ▇▇▇ ▇▇▇▇▇▇▇ Onn, Cheras, Selangor Darul Ehsan. The subject property is a small office home office (SOHO) with two car parking bays identified as Parcel/Unit No.A-36-18, Type A4-L, Storey No.Level 36, Building No.Block A, together with an Accessory Parcel No. Car park bay Nos.4-97 & 4-98 both within Level 4, and bearing postal address at ▇▇▇▇ ▇▇.▇-▇▇-▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇ Onn, 43200 Cheras, Selangor Darul Ehsan. The subject property will be sold “as is where is basis” and subject to a reserve price of RM 405,000.00 ( RINGGIT MALAYSIA: FOUR HUNDRED AND FIVE THOUSAND ONLY) subject to the Conditions of Sale and by way of an Assignment from the above Assignee subject to consent being obtained by the successful bidder(“the Purchaser”) from the relevant authorities, if any, including all terms, conditions, stipulation and covenants which were and may be imposed by the relevant authority. All other fees, costs and charges relating to the transfer and assignment of the property shall be borne solely by the successful bidder (“the Purchaser”). Online bidders are further subject to the Terms & Conditions on ▇▇▇.▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇▇.▇▇▇ All intending bidders are required to deposit 10% of the fixed reserve price by bank draft/ cashier’s order only in favour of RHB Bank Berhad prior to the auction sale with the under mentioned Auctioneer and the balance of the purcLhase price is to be settled within ninety (90) days from the date of auction to RHB Bank Berhad via ▇▇▇▇▇▇. Details of payment via ▇▇▇▇▇▇, please liaise with Messrs ▇▇▇▇▇▇▇ ▇▇▇ & ▇▇▇▇. For further particulars, please contact MESSRS ▇▇▇▇▇▇▇ ▇▇▇ & ▇▇▇▇, Solicitors for Assignee herein whose address is at ▇-▇▇-▇▇, ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇, ▇▇.▇▇, ▇▇▇▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇▇, 50450 Kuala Lumpur. Tel: ▇▇-▇▇▇▇ ▇▇▇▇ / Fax: ▇▇-▇▇▇▇ ▇▇▇▇ (Ref: 37929/RHB) or under mentioned Auctioneer. Dalam menjalankan ▇▇▇ ▇▇▇ kuasa ▇▇▇▇ diberi kepada Pihak Pemegang Serah ▇▇▇ ▇▇▇ di bawah Perjanjian Kemudahan, Surat Ikatan Penyerahan Hak (Penyerahan Hak Pihak Pertama) ▇▇▇ Surat Kuasa Wakil (Pihak Pertama) kesemunya bertarikh 17hb April 2019di antara Pihak Pemegang Serah ▇▇▇ ▇▇▇ Pihak Penyerah ▇▇▇ ▇▇▇ dalam Perjanjian Jual Beli antara Pihak Penyerah Hak ▇▇▇ ▇▇▇ Netiizen Sdn Bhd bertarikh 01hb April 2019, adalah dengan ini diisytiharkan bahawa Pihak Pemegang ▇▇▇▇▇ ▇▇▇ dengan dibantu oleh ▇▇▇▇▇▇▇▇ yang tersebut di bawah.