Appendix 6. The first paragraph of Milestone 3 in Appendix 6 to the MOU is hereby amended in its entirety to state as follows:
Appendix 6. T7.6 UC Next Generation Electronic Architecture for Commercial Vehicles
Appendix 6. 16.1 sets forth a complete and correct list of (a) each issuance, registration or application for Intellectual Property Rights held by a Group Company used in the Business as currently conducted on the Signing Date, including identification of the Group Company holding such rights (the “Registered Group Company IP”). The Group holds, either by ownership or valid licences all Intellectual Property Rights required to conduct the Business as currently conducted on the Signing Date. No Registered Group Company IP is the subject to any judgment or to the Sellers’ Knowledge any pending threats, notice, claim, dispute, challenge, opposition, cancellation or nullity proceeding, involving the ownership, validity or enforceability of any Registered Group Company IP. None of the Group Companies has received any written claim or demand, and there is no claim, action, suit, or other proceeding pending or to the Sellers’ Knowledge threatened challenging the validity of, or such entity’s ownership of or right to use, any Registered Group Company IP.
Appendix 6. 16.7 includes a complete and correct list of all material proprietary software developed by or for the Group Companies and not commercially available from third party vendors that is currently used in or related to the business of the Group Companies as currently conducted as per the Signing Date (collectively, the “Material Software”). None of the Group Companies has during the last two (2) years received written notice alleging that the use of any material software (including Material Software) by any of the Group Companies is in violation or breach of any Open License Terms or any terms and conditions of the licenses associated with the Third Party Software components. The Group Companies, as applicable, are in actual possession of and have ownership, possession, and control over a complete and correct copy of all Source Code and Object Code, for all Material Software. None of the Material Software owned by the Group Companies is designed to intentionally cause (a) disruption of the operation of, or disabling of, the operation of the code, (b) facilitation of unauthorized access by any other person or the dissemination of any confidential information or Personal Data to any unauthorized person, or (c) damage to any other software or hardware or person.
Appendix 6. Xxxxx Xxxx Regional Representative - Negotiator The Professional Institute of the Public Service of Canada 00000 - 000X Xxxxxx, Xxxxx 000
Appendix 6. Part A REPRESENTATIONS
Appendix 6. 5(a) contains a complete and accurate list of all registered Intellectual Property Rights owned by the Company and all applications for the registration of other Intellectual Proprietary Rights filed by the Company (the “Proprietary Rights”). [*CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO CERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH AN ASTERISK ****, HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION.]
Appendix 6. 4 to this Agreement includes by reference true copies of: (a) Netvision's Periodical Statement for the year 2010, as published on the distribution site of the Israel Securities Authority Ltd. (Magna) (hereinafter: "Netvision's Annual Report"), which comprises, inter alia, the consolidated financial statements of Netvision as of December 31, 2010, audited by Netvision's auditors, and (2) Netvision's quarterly statement for the first quarter of 2011, as published on the distribution site of the Israel Securities Authority (Magna) (hereinafter: "Netvision's First Quarter 2011 Report," and jointly with Netvision's Annual Statement: "Netvision's Periodical Reports").
6.4.1 The financial statements included in Netvision's Periodical Reports were prepared in conformity with IFRS rules, on a consistent basis with previous years and periods (except for the changes detailed in the notes to those financial statements of Netvision), in accordance with all the rules and regulations applying to companies whose shares are traded on the Stock Exchange.
6.4.2 Netvision's Periodical Reports reflect the business, financial position, capital, assets, liabilities and financial results of Netvision and its Subsidiaries as of the dates of Netvision's Periodical Reports, in the format required by the Securities Law, and they do not contain any "misstatement" as the term is defined in the Securities Law.
6.4.3 Without derogating from the foregoing, to the best of its knowledge, Netvision complies with all the provisions of the Securities Law, including the submission of all the reports required thereunder (including under any directives of the Israel Securities Authority), and to the best of Netvision's knowledge, such reports do not contain any "misstatement" as the term is defined in the Securities Law.
Appendix 6. 16.1 lists all the insurance policies issued in favor of the Netvision Group, including the insurer's name, the parties insured under the policy, the scope of cover, the annual premium and the expiration date. As of the Execution Date, all of said insurance policies are in force and the premiums payable thereon until that date were paid. To the best of Netvision's knowledge, the Netvision Group is in compliance with any condition or limitation reasonably required in said policies for establishing entitlement to the insurance coverage on the occurrence of an insured event. Except as set out in Appendix 6.16.1, no claims were submitted pursuant to or in connection with said policies during the last three years. To the best of Netvision's knowledge, there is no impediment to the renewal of said policies at the time set therefor. The Netvision Group is not obligated by law to maintain insurance coverage beyond that stated in Appendix 6.16.1.
Appendix 6. 15.1 sets forth a true and complete list of all i) patent registrations and patent applications, trademarks, trademark registrations, trademark applications, designs, design registrations, design applications and domain names included in the Owned Intellectual Property, and ii) license agreements for Licensed Intellectual Property
