Valid and Subsisting Clause Samples
The 'Valid and Subsisting' clause affirms that certain rights, licenses, or agreements referenced in a contract are currently in force and legally effective. In practice, this means that the party making the representation guarantees that these rights have not expired, been revoked, or otherwise become invalid at the time of the agreement. This clause is essential for ensuring that the subject matter of the contract—such as intellectual property rights or business licenses—is legitimate and enforceable, thereby reducing the risk of disputes over the validity of key assets or permissions.
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Valid and Subsisting. (i) The Patents, Trademarks and any trademarks or patents in which any Borrower has been granted rights pursuant to Trademark Licenses or Patent Licenses are subsisting and have not been adjudged invalid or unenforceable, each of the Trademarks, Patents and any trademark or patent in which any Borrower has been granted rights pursuant to Trademark Licenses or Patent Licenses is valid and enforceable, and no claim has been made that the use of any of the Trademarks, Patents or any trademark or patent in which any Borrower has been granted rights pursuant to the Trademark Licenses or Patent Licenses, in either case, which is material to the conduct of such Borrower's business, does or may violate the rights of any third person, (ii) each of the Borrowers has used, to the best of its knowledge, and will continue to use for the duration of this Security Agreement, proper statutory notice in connection with its use of the Trademarks, and (iii) each of the Borrowers has used, to the best of its knowledge, and will continue to use for the duration of this Security Agreement, consistent standards of quality in its manufacture of products sold under the Trademarks and any Trademarks in which such Borrower has been granted rights pursuant to the Trademark Licenses.
Valid and Subsisting. All registrations for the Intellectual Property Registrations are subsisting and are, to the knowledge of the Sellers, valid, and all maintenance and renewal fees in connection with the Intellectual Property Registrations due and payable as of the date hereof have been paid and all reasonably necessary documents and certificates in connection with such Intellectual Property Registrations have been filed with the relevant Patent, Copyright, Trademark or other authorities in the United States and other jurisdictions, as the case may be, for the purposes of maintaining such Intellectual Property Registrations.
Valid and Subsisting. All registrations for the Intellectual Property Registrations for Owned Intellectual Property are valid and subsisting, and to the Knowledge of Seller enforceable, and all registration, maintenance and renewal fees in connection with such Intellectual Property Registrations due and payable as of the date hereof have been paid and all reasonably necessary documents and certificates in connection with such Intellectual Property Registrations have been filed with the relevant patent, copyright, trademark or other authorities in the United States and other jurisdictions, as the case may be, for the purposes of maintaining such Intellectual Property Registrations, in each case, other than knowing abandonments of Intellectual Property Registrations that have occurred in the ordinary course of business. Except as set forth on Schedule 4.14(f), there are no actions that must be taken or payments that must be made with respect to any of the Intellectual Property Registrations within 180 days after the date hereof for the purposes of maintaining, perfecting or preserving or renewing any of the Intellectual Property Registrations for Owned Intellectual Property.