Owned Software. Section 3.17(f).......................................27
Owned Software. To the extent any of the Software has been designed or developed by the Company's management information or development staff or by consultants on the Company's behalf, such Software, is to the knowledge of the Company and the Sellers original and capable of copyright protection in the United States, and the Company has complete rights to and ownership of such Software, including possession of, or ready access to, the source code for such software in its most recent version. No part of any such Software is to the knowledge of the Company and the Sellers an imitation or copy of, or infringes upon, the software of any other Person or violates or infringes upon any common law or statutory rights of any other Person, including, without limitation, rights relating to defamation, contractual rights, copyrights, trade secrets, and rights of privacy or publicity. The Company has not sold, assigned, licensed, distributed or in any other way disposed of or encumbered the Software.
Owned Software. 3.1(l)(i) Parent.........................................
Owned Software. Schedule 3.13 also lists all software owned by the Company that is currently licensed to third parties by the Company or the Subsidiaries (the "Owned Software"). Except as disclosed on Schedule 3.13, (i) the Company or one of the Subsidiaries has sole title to the Owned Software, free of all claims including claims or rights of employees, independent contractors, agents, consultants or other parties involved in the development, creation, marketing, maintenance, enhancement or licensing of such Software; (ii) the Owned Software does not contain any Licensed Software (as hereinafter defined) or any other software (other than third party operating systems), or derivatives of any of the foregoing; and (iii) the Company has the right to use, market, distribute, sublicense, modify and copy the Owned Software, free and clear of any limitations or encumbrances (including any obligations to pay royalties). Schedule 3.13 also lists all the licensees of the Owned Software. Except as disclosed on Schedule 3.13, the Company is not infringing any Intangible Rights of any other person with respect to the Owned Software, and, to the best knowledge of the Company, no other person is infringing any Intangible Rights of Company with respect to the Owned Software.
Owned Software. The current software applications used by Seller in the operation of its business are set forth on Annex 4.1(qq) (the "Software"). To the extent that any of the Software has been designed or developed by Seller's management information or development staff or by consultants on Seller's behalf, such Software is original and capable of copyright protection in the United States, and Seller has complete rights to and ownership of such Software, including possession of, or ready access to, the source code for such Software in its most recent version. No part of any such Software is an imitation or copy of, or infringes upon the software of any other person or entity, including, without limitation, rights relating to defamation, contractual rights, copyrights, trade secrets and rights of privacy or publicity. Seller has not sold, assigned, licensed, distributed or in any other way disposed of or encumbered any of the Software.
Owned Software. 22 PBGC .........................................................................17 PCBs .........................................................................20
Owned Software. To the best knowledge of the Sellers, the current software applications used by the Unipath Entities in the operation of their business, as set forth and described on Schedule 2.18(d) hereto (the "Software"), to the extent it has been designed or developed by a Unipath Entity's management information or development staff or by consultants on such Unipath Entity's behalf, is original and capable of copyright protection in the United States, and each Unipath Entity has complete rights to and ownership of such Software. To the best knowledge of the Sellers, no part of any such Software is an imitation or copy of, or infringes upon, the software of any other Person or violates or infringes upon any common law or statutory rights of any other Person, including, without limitation, rights relating to defamation, contractual rights, copyrights, trade secrets, and rights of privacy or publicity. No Unipath Entity has sold, assigned, licensed, distributed or in any other way disposed of or encumbered the Software.
Owned Software. 3.15(a)(ii)(E) Owned Technology . . . . . . . . . . . . . . . . . . . . . 3.15(a)(ii)(E) parachute payment . . . . . . . . . . . . . . . . . . . . . . . . . 3.7(f) pooling-of-interests . . . . . . . . . . . . . . . . . . . . . . . 3.26(a) Parent . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
Owned Software. The current software applications used by Gulf Coast in the operation of its business, as set forth and described on Schedule 2.19(d) hereto (the "Software"), to the extent it has been designed or developed by Gulf Coast's management information or development staff or by consultants on Gulf Coast's behalf, is original and capable of copyright protection in the United States, and Gulf Coast has complete rights to and ownership of such
Owned Software. No Software applications currently used by the Company or Spinwell are owned thereby.
