Softlines definition
Examples of Softlines in a sentence
All information which Softline has provided to SVIH concerning Softline, Softline's financial condition, and/or the knowledge of financial and business matters of the person making the investment decision on behalf of Softline, is correct and complete as of the date set forth at the end of this Agreement, and if there should be any adverse change in such information prior to Softline's investment being accepted by SVIH, Softline will immediately provide SVIH with such information.
Softline is in the process of registering trademarks and tradenames with respect to the Technology Assets and will assign or cede to SVIH all of Softline's rights or benefits relating to or arising from such registrations.
Closing shall only occur after telephonic approval of Softline's counsel, ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, to be confirmed by fax.
All of Softline's representations and warranties in this Agreement (considered collectively), and each of these representations and warranties (considered individually and subject to qualifications set forth in such representations and warranties), must have been accurate in all material respects as of the date of this Agreement, and must be accurate in all material respects as of the Closing Date as if made on the Closing Date.
No oral representations have been made, or oral information furnished, to Softline or Softline's advisors in connection with the offering of the SVIH Shares which was in any way inconsistent with written materials, documents, records, and books of SVIH furnished to or made available to Softline.
No such ▇▇▇▇ is infringed or, to Softline's best knowledge, no such ▇▇▇▇ infringes or is alleged to infringe any trade name, trademark, or service ▇▇▇▇ of any third party.
To the best of Softline's knowledge, no such copyright is infringed or infringes or is alleged to infringe any copyright of any third party or is a derivative work based on the work of a third party.
There are no Proceedings by or against Softline or that otherwise relates to or may affect the Technology Assets, and, to the best of Softline's knowledge, no such Proceeding has been threatened or is pending.
There has been no grant, assignment or other transfer of any rights in the Technology Assets other than Softline's retention of the non-transferable exclusive right, in perpetuity, to distribute the products produced by the Technology Assets in the Republic of South Africa, providing such distribution is limited to sale to retail customers for exclusive use in South Africa.
For purposes of this paragraph, "Softline Claims" means all liabilities, damages, losses, costs, expenses, reasonable attorney's fees and claims (except to the extent caused by Softline's negligent act, willful misconduct or breach under this Agreement) arising from (a) any breach or default in the performance of any obligation to be performed by SVI under this Agreement, and (b) any breach of any representation or warranty of SVI set forth in this Agreement.