Common use of No Infringement of Third Party IP Rights Clause in Contracts

No Infringement of Third Party IP Rights. The Company is not infringing, misappropriating or otherwise violating, and has never infringed, misappropriated or otherwise violated, any Intellectual Property Right of any other Person, and no Company Product has ever infringed, misappropriated or otherwise violated any Intellectual Property Right of any other Person. No Action for infringement, misappropriation or similar claim or legal proceeding is pending or has been threatened in writing against the Company or, to the Knowledge of the Company, against any other Person who may be entitled to be indemnified, defended, held harmless or reimbursed by the Company with respect to such claim or legal proceeding. Other than as set forth in Section 2.13(h) of the Disclosure Schedule, the Company has not received any written notice or other written communication or, to the Knowledge of the Company, any oral notice or communication (A) relating to any actual, alleged or suspected infringement, misappropriation or violation of any Intellectual Property Right of any other Person by the Company or otherwise with respect to any Company Product, (B) inviting the Company to license any Intellectual Property Right of any other Person or (C) claiming that any Company Product or the operation of the business of the Company constitutes unfair competition or trade practices under any Legal Requirements.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Otonomo Technologies Ltd.)

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No Infringement of Third Party IP Rights. The To the Knowledge of the Company, the Company is not infringing, misappropriating or otherwise violating, and has never infringed, misappropriated or otherwise violated, any Intellectual Property Right of any other Person, and . Without limiting the generality of the foregoing: (i) no Company Product has ever infringed, misappropriated or otherwise violated any Intellectual Property Right of any other Person. No Action for infringement, misappropriation or similar claim or legal proceeding is pending or to the Knowledge of the Company, has been threatened in writing against the Company or, to the Knowledge of the Company, against any other Person who may be entitled to be indemnified, defended, held harmless or reimbursed by the Company with respect to such claim or legal proceeding. Other than proceeding except as set forth in on Section 2.13(h2.13(i) of the Disclosure Schedule, ; (ii) the Company has not received any written notice or other written communication or, to the Knowledge of the Company, any oral notice (in writing or communication otherwise) (A) relating to any actual, alleged or suspected infringement, misappropriation or violation of any Intellectual Property Right of any other Person by the Company or otherwise with respect to any Company Productanother Person, (B) inviting the Company to license any Intellectual Property Right Rights of any other Person another Person, or (C) claiming that any the Company Product or the operation of the business of the Company constitutes unfair competition or trade practices under any Legal Requirements; and (iii) the Company is not bound by any Contract to indemnify, defend, hold harmless or reimburse any other Person with respect to any infringement, misappropriation or violation of any Intellectual Property Right.

Appears in 1 contract

Samples: Agreement and Plan of Merger (EnteroMedics Inc)

No Infringement of Third Party IP Rights. The To the Knowledge of the Company, the Company is not infringing, misappropriating or otherwise violating, and has never infringed, misappropriated or otherwise violated, any Intellectual Property Right of any other Person, and . Without limiting the generality of the foregoing: (i) no Company Product has ever infringed, misappropriated or otherwise violated any Intellectual Property Right of any other Person. No Action for infringement, misappropriation or similar claim or legal proceeding is pending or to the Knowledge of the Company, has been threatened in writing against the Company or, to the Knowledge of the Company, against any other Person who may be entitled to be indemnified, defended, held harmless or reimbursed by the Company with respect to such claim or legal proceeding. Other than proceeding except as set forth in on Section 2.13(h2.13(i) of the Disclosure Schedule, ; and (ii) the Company has not received any written notice or other written communication or, to the Knowledge of the Company, any oral notice (in writing or communication otherwise) (A) relating to any actual, alleged or suspected infringement, misappropriation or violation of any Intellectual Property Right of any other Person by the Company or otherwise with respect to any Company Productanother Person, (B) inviting the Company to license any Intellectual Property Right Rights of any other Person another Person, or (C) claiming that any the Company Product or the operation of the business of the Company constitutes unfair competition or trade practices under any Legal Requirements.

Appears in 1 contract

Samples: Agreement and Plan of Merger (EnteroMedics Inc)

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No Infringement of Third Party IP Rights. The conduct of the business of the Company is not infringingand each Company Entity as previously conducted and as currently conducted, misappropriating or otherwise violatingincluding the design, development, use, promotion, marketing, provision, delivery, distribution, offering, sale, support, making available, and licensing out of any Company Product, (i) has never not infringed, misappropriated misappropriated, or otherwise violated, and does not infringe, misappropriate or otherwise violate, any Intellectual Property Right IPR of any other Person, and no Company Product (ii) has ever infringednot constituted, misappropriated and does not constitute, unfair competition or otherwise violated any Intellectual Property Right trade practices under the Laws of any other Personjurisdiction. No Action for Without limiting the generality of the foregoing: (x) no infringement, misappropriation or similar claim Action, or legal proceeding any Action alleging unfair competition or trade practices, is pending or has been threatened in writing against the Company or any Company Entity or, to the Knowledge of the Company, against any other Person who may be entitled to be indemnified, defended, held harmless or reimbursed by the Company or any Company Entity with respect to such claim or legal proceeding. Other than as set forth in Section 2.13(hAction; and (y) of the Disclosure Schedule, neither the Company nor any Company Entity has not received any written notice or other written communication or, to the Knowledge of the Company, from any oral notice or communication Person (A) relating to claiming any actual, alleged or suspected infringement, misappropriation or other violation of any Intellectual Property Right of any other Person by the Company or otherwise with respect to any Company Product, (B) inviting the Company to license any Intellectual Property Right Entity of any other IPR of any Person or (C) claiming that any Company Product or the operation of the business of the Company constitutes unfair competition or trade practices under the Laws of any Legal Requirementsjurisdiction nor, to the Company’s Knowledge, is there any basis therefor, or (B) inviting the Company or any Company Entity to license any IPR of another Person.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Lumentum Holdings Inc.)

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