Property and Rights. At the Effective Time, all the property, rights, privileges, powers and franchises of the Company and Merger Sub shall vest in the Surviving Corporation, and all debts, liabilities and duties of the Company and Merger Sub shall become the debts, liabilities and duties of the Surviving Corporation. If at any time after the Effective Time any further action is necessary to vest in the Surviving Corporation the title to all property or rights of Merger Sub or the Company, the authorized officers and directors of the Surviving Corporation are fully authorized in the name of Merger Sub or the Company, as the case may be, to take, and shall take, any and all such necessary and lawful action.
Property and Rights. The U.S. Borrower shall, andSECTION 7.4 shall cause each other Group Member to, maintain and preserve (a) in substantially the same working order and condition as of the date of this Agreement of all of its material tangible property necessary in the conduct of its business, ordinary wear and tear, casualty and condemnation excepted, and (b) all rights, licenses, approvals and privileges (including all Permits) necessary in the conduct of its business, and shall make all necessary or appropriate filings with, and give all required notices to, Governmental Authorities, except, in the case of clauses (a) and (b) above, where the failure to do any of the foregoing would not, in the aggregate, have a Material Adverse Effect; provided that nothing in this Section 7.4 shall prohibit or restrict any transaction expressly permitted by Section 8.4 or 8.7.
Property and Rights. 6.1 All Intellectual Property Rights arising from Services provided by Bournemouth Digital staff will remain the property of Bournemouth Digital.
