Common use of Trade Rights Clause in Contracts

Trade Rights. The Company neither owns nor has any rights to any Trade Rights (as defined below). In order to conduct the business of the Company, as such is currently being conducted or proposed to be conducted, the Company does not require any Trade Rights. The Company is not infringing and has not infringed any Trade Rights of another in the operation of the business of the Company. The Company has not granted any license or made any assignment of any Trade Right, nor does the Company pay any royalties or other consideration for the right to use any Trade Rights of others. There is no Litigation pending or threatened to challenge the Company's right, title and interest with respect to its continued use and right to preclude others from using any Trade Rights. As used herein, the term "Trade Rights" shall mean and include: (i) all trademark rights, business identifiers, trade dress, service marks, trade names and brand names, all registrations thereof and applications therefor and all goodwill associated with the foregoing; (ii) all copyrights, copyright registrations and copyright applications, and all other rights associated with the foregoing and the underlying works of authorship; (iii) all patents and patent applications, and all international proprietary rights associated therewith; (iv) all contracts or agreements granting any right, title, license or privilege under the intellectual property rights of any third party; (v) all inventions, mask works and mask work registrations, know-how, discoveries, improvements, designs, trade secrets, shop and royalty rights, employee covenants and agreements respecting intellectual property and non-competition and all other types of intellectual property; and (vi) all claims for infringement or breach of any of the foregoing. 2.27

Appears in 2 contracts

Samples: Stock Exchange Agreement (Medical Industries of America Inc), Stock Exchange Agreement (Medical Industries of America Inc)

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Trade Rights. The Company neither owns nor has any rights to any Trade Rights (as defined below). In order to conduct the business of the Company, as such is currently being conducted or proposed to be conducted, the Company does not require any Trade Rights. The Company is not infringing and has not infringed any Trade Rights of another in the operation of the business of the Company. The Company has not granted any license or made any assignment of any Trade Right, nor does the Company pay any royalties or other consideration for the right to use any Trade Rights of others. There is no Litigation pending or threatened to challenge the Company's right, title and interest with respect to its continued use and right to preclude others from using any Trade Rights. As used herein, the term "Trade Rights" shall mean and include: (i) all trademark rights, business identifiers, trade dress, service marks, trade names and brand names, all registrations thereof and applications therefor and all goodwill associated with the foregoing; (ii) all copyrights, copyright registrations and copyright applications, and all other rights associated with the foregoing and the underlying works of authorship; (iii) all patents and patent applications, and all international proprietary rights associated therewith; (iv) all contracts or agreements granting any right, title, license or privilege under the intellectual property rights of any third party; (v) all inventions, mask works and mask work registrations, know-how, discoveries, improvements, designs, trade secrets, shop and royalty rights, employee covenants and agreements respecting intellectual property and non-competition and all other types of intellectual property; and (vi) all claims for infringement or breach of any of the foregoing. 2.27.

Appears in 1 contract

Samples: Stock Exchange Agreement (Medical Industries of America Inc)

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Trade Rights. The Schedule 3.16 lists all trademarks, trade dress, service marks, trade names, brand names, copyright registrations, patents and all registrations and applications for the foregoing in which Company neither owns nor now has any rights to interest, specifying whether such items are owned, controlled, used or held (under license or otherwise) by Company, and also indicating which of such items are registered. To conduct the business of Company, as such is currently being conducted, Company does not require any Trade Rights (as defined below). In order to conduct the business of the Company, as such is currently being conducted or proposed to be conducted, the Company ) that it does not require any Trade Rightsalready have. The To Company's knowledge, Company is not infringing and has not infringed any Trade Rights or any proprietary of another in the operation of the business of Company, nor is any other person infringing the Trade Rights or any proprietary rights of Company. The Company is not aware of any pending patent applications belonging to others which would be infringed by Company if a patent which included such claims were granted on such pending applications. Company has not granted any license or made any assignment of any Trade RightRight listed on Schedule 3.16 except as set forth in Schedule 3.16. Except as set forth on Schedule 3.16, nor Company does the Company not pay any royalties or other consideration for the right to use any Trade Rights of others. There is no Litigation pending or to Company's knowledge threatened to challenge the Company's right, title and interest with respect to its continued use and right to preclude others from using any Trade RightsRights of Company. To Company's knowledge, the consummation of the transactions contemplated hereby will not alter or impair any Trade Rights owned or used by Company. As used herein, the term "Trade Rights" shall mean and include: (ia) all trademark rights, business identifiers, trade dress, service marks, trade names and brand names, all registrations thereof and applications therefor and all goodwill associated with the foregoingtherefor; (iib) all copyrights, copyright registrations and copyright applications, and all other rights associated with the foregoing and the underlying works of authorship; (iiic) all patents and patent applications, and all international proprietary rights associated therewith; (ivd) all contracts or agreements granting any right, title, license or privilege under the intellectual property rights of any third party; (ve) all inventions, mask works and mask work registrations, know-how, discoveries, improvements, designs, trade secrets, shop and royalty rights, employee covenants and agreements respecting intellectual property and non-competition rights and all other types of intellectual property; (f) all intellectual property relating to software; and (vig) all claims for infringement or breach of any of the foregoing. 2.27internet addresses, sites and domain names.

Appears in 1 contract

Samples: Merger Agreement (Insilco Holding Co)

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