Trademarks, Patents, Etc. (a) Schedule 4.8(a) contains a true and complete list of all letters patent, patent applications, trade names, trademarks, service marks, trademark and service mark rexxxxrations and applications, copyrights, copyright registrations and applications, grants of a license or right to the Company with respect to the foregoing, both domestic and foreign, claimed by either Company or used or proposed to be used by the Company in the conduct of its business, whether registered or not, (collectively herein, "Registered Rights").
Trademarks, Patents, Etc. Schedule 2.l(f) is an accurate and complete list of all patents, trademarks, tradenames, trademark registrations, service names, service marks, copyrights, licenses, formulas and applications therefor owned by Borrower or used or required by Borrower in the operation of its business, title to each of which is, except as set forth in Schedule 2. l(f) hereto, held by Borrower free and clear of all adverse claims, liens, security agreements, restrictions or other encumbrances. Except as set forth in Schedule 2.1(f), Borrower owns or possesses adequate (and will use its best efforts to obtain as expediently as possible any additional) licenses or other rights to use all patents, trademarks, trade names, service marks, trade secrets or other intangible property rights and know-how necessary to entitle Borrower to conduct its business as presently being conducted. There is no infringement action, lawsuit, claim or complaint which asserts that Borrower’s operations violate or infringe the rights or the trade names, trademarks, trademark registrations, service names, service marks or copyrights of others with respect to any apparatus or method of Borrower or any adversely held trademarks, trade names, trademark registrations, service names, service marks or copyrights, and Borrower is not in any way making use of any confidential information or trade secrets of any person, except with the consent of such person. Except as set forth in Schedule 2.1(f), Borrower has taken reasonable steps to protect its proprietary information (except disclosure of source codes pursuant to licensing agreements) and is the lawful owner of the proprietary information free and clear of any claim of any third party. As used herein, “proprietary information” includes without limitation, (i) any computer programming language, software, hardware, firmware or related documentation, inventions, technical and nontechnical data related thereto, and (ii) other documentation, inventions and data related to patterns, plans, methods, techniques, drawings, finances, customer lists, suppliers, products, special pricing and cost information, designs, processes, procedures, formulas, research data owned or used by Borrower or marketing studies conducted by Borrower, all of which Borrower considers to be commercially important and competitively sensitive and which generally has not been disclosed to third parties.
Trademarks, Patents, Etc. Schedule 1.3 hereto sets forth a complete and accurate list of (a) all patents, trademarks, trade names and copyrights registered in the name of the Seller or used or proposed to be used by the Seller, all applications therefor, and all licenses (as licensee or licensor) and other agreements relating thereto, and (b) all written agreements relating to other technology, know-how and processes which the Seller is licensed or authorized by others to use or which the Seller has licensed or authorized for use by others. Except to the extent set forth in Schedule 1.3, the Seller owns or has the sole and exclusive right to use all patents, trademarks, trade names and copyrights described in clause (a) of the preceding sentence for the uses set forth in the registrations relating thereto, and has the right to use all technology, know-how and processes, used or necessary for the ordinary course of business as presently conducted or proposed to be conducted, and the consummation of the transactions contemplated hereby will not alter or impair any such right. No claims have been asserted, and the Seller has received no notice that any claims are pending, by any Person regarding the use of any such patents, trademarks, trade names, copyrights, technology, know-how or processes, or challenging or questioning the validity or effectiveness of any license or agreement. To the knowledge of the Seller, the use by the Seller of such patents, trademarks, trade names, copyrights, technology, know-how or processes in the ordinary course of business does not infringe on the rights of any Person.
Trademarks, Patents, Etc. Each of the Borrower and its Subsidiaries possesses all the Trademarks, copyrights, patents, licenses, or rights in any thereof, adequate in all material respects for the conduct of its business as now conducted and presently proposed to be conducted, without conflict with the rights or, to the best knowledge of the Borrower, any presently claimed rights of others.
Trademarks, Patents, Etc. Each Loan Party possesses or has the right to use all licenses, permits, franchises, patents, copyrights, trademarks, trade names, servicemarks, or rights thereto, material to the conduct of its business substantially as now conducted and as presently proposed to be conducted and none of the Loan Parties are in material violation of any valid rights of others with respect to any of the foregoing. 10.17
Trademarks, Patents, Etc. The corporate names of the Company, and the trade names, trademarks, and service marks listed on Schedule 3.15 are ------------- the only names and marks which are used by the Company in the operation of its business. Except as set forth on Schedule 3.15, no claim has been asserted ------------- against the Company involving any conflict or claim of conflict of its trade names, trademarks or service marks or with the trade names, trademarks, service marks or corporate names of others, and, to the best of the knowledge of the Company and except as set forth on Schedule 3.15, there is no basis for any such ------------- claim of conflict. Except as set forth on Schedule 3.15 and to the best of the ------------- knowledge of the Company, the Company is the sole and exclusive owner of its trade names, trademarks and service marks and has the sole and exclusive right to use such trade names, trademarks and service marks. The Company is the registered owner of the United States and foreign patents listed on Schedule -------- 3.15 and has applications pending with the U.S. Patent Office and/or foreign ---- patent offices for the patents listed on Schedule 3.15 as being patents pending. ------------- The Company has no knowledge of any adverse claim of any kind with respect to any of such patents or patent applications, nor does it have any knowledge, or reason to know, that a patent will not issue on any such patent application. Except as set forth on Schedule 3.15 and to the best of the knowledge of the ------------- Company, no process used by the Company or any product manufactured or sold by the Company infringes upon any patent, patent application, trademark, trade name or service xxxx of any other party. There has been no claim of infringement of and, to the best of the knowledge of the Company and except as set forth on Schedule 3.15, the Company is not infringing on any third party's patent, ------------- license, trademark, trade name, service xxxx, copyright or other proprietary right.
Trademarks, Patents, Etc. (a) Schedule 3.08(a) contains a true and complete list of all letters patent, patent applications, trade names, logos, trademarks, service marks, trademark and service xxxx registrations and applications, copyrights, copyright registrations and applications, Internet domain names, 1-800 and 1-888 telephone numbers, grants of a license or right to the Company with respect to any of the foregoing, both domestic and foreign, owned or claimed by the Company or used or proposed to be used by the Company in the conduct of its business, whether registered or not (collectively herein, "Registered Rights"). No other patent, trademark, service xxxx, trade name or copyright, or license with respect to any of the foregoing, is necessary to permit the Company's business to be conducted as now conducted or as heretofore or proposed to be conducted. True and complete copies of all documentation related to the Registered Rights have been delivered to Buyer heretofore.
Trademarks, Patents, Etc. The Company and its Subsidiaries possess all trademarks, trade names, copyrights, patents and licenses, or rights in any thereof, which are adequate in all material respects for the conduct of their business (taken as a whole) as now conducted, without pending litigation regarding the rights or, to the best knowledge of the Company, any claimed rights of others except for (i) those which could not reasonably be expected to have a Materially Adverse Effect and (ii) those disclosed in filings made with the SEC.
Trademarks, Patents, Etc. Other than Intellectual Property owned by customers of the Loan Parties or licenced by the Loan Parties from third parties, and except as set forth in Schedule D, each Loan Party is the registered and beneficial owner of, with good and marketable title, free of all Encumbrances other than Permitted Encumbrances, to all material patents, patent applications, trade-marks, trade xxxx applications, trade names, service marks, copyrights, industrial designs, integrated circuit topographies, or other analogous rights with respect to the foregoing and other similar property, used in or necessary for the present and planned future conduct of its business, without any conflict with the rights of any other Person, other than as listed on Schedule D, or other than to the extent that the absence of such title or the existence of such conflicts would not reasonably be expected to have a Material Adverse Effect. As of the Closing Date, all material patents, trade-marks, trade names, service marks, copyrights, industrial designs, integrated circuit topographies, and other similar rights owned by any Loan Party, are described in Schedule D (collectively, the “Intellectual Property Rights”). As of the Closing Date, except as set forth in Schedule D, no claim has been asserted and is pending by any Person with respect to the use by any Loan Party of any intellectual property or challenging or questioning the validity, enforceability or effectiveness of any intellectual property necessary for the conduct of the business of any Loan Party, except for any such claim that would not reasonably be expected to have a Material Adverse Effect. Except as disclosed in Schedule D or except as would not reasonably be expected to have a Material Adverse Effect, (i) each Loan Party has the right to use the intellectual property which such Loan Party owns, (ii) all applications and registrations for such intellectual property are current, and (iii) to the knowledge of all Loan Parties, the conduct of each Loan Party’s business does not infringe the intellectual property rights of any other Person.
Trademarks, Patents, Etc. (a) SCHEDULE 4.8(a) contains a true and complete list of all letters patent, patent applications, trade names, trademarks, service marks, trademark and service mark xxxistrations and applications, copyrights, copyright registrations and applications, grants of a license or right to the Company with respect to the foregoing, both domestic and foreign, registered by the Company (collectively herein, "REGISTERED RIGHTS").
