Common use of Company Trademarks; Software Clause in Contracts

Company Trademarks; Software. (a) Schedule 7.05 sets forth a complete and accurate list of all material trademarks, trade names and applications therefor, other than the Chubb Trademarks (as defined in Section 7.05), owned by the Company or any Subsidiary (collectively, the "Company Trademarks"). The Company Trademarks are free of any Liens and are all those which are necessary to the conduct of the business of the Company as now conducted other than the Chubb Trademarks. None of the Company Trademarks are licensed to the Company by a third party. The Company Trademarks and the Chubb Trademarks are not the subject of any pending or, to the knowledge of Seller, threatened litigation. The consummation of the transactions contemplated by this Agreement will not result in the loss or impairment of any of the Company Trademarks or result in any requirement of new or additional royalties, licensing fees, relicensing fees or other expenses. Neither the Seller, the Company nor any Subsidiary knows of any use by others of the Company Trademarks. (b) The Company and its Subsidiaries have valid and enforceable rights to use all the computer software necessary for the operation of their business as currently conducted (the "Software"). The transfer of ownership of the Company and the Subsidiaries contemplated by this Agreement will not limit or impair the rights of the Company and its Subsidiaries to use material Software owned or directly licensed by the Company and its Subsidiaries. .

Company Trademarks; Software. (a) Schedule 7.05 7.5 sets forth a complete and accurate list of all material trademarks, trade names and applications therefor, other than the Chubb Trademarks (as defined in Section 7.057.5), owned by the Company or any Subsidiary (collectively, the "Company Trademarks"). The Company Trademarks are free of any Liens and are all those which are necessary to the conduct of the business of the Company as now conducted other than the Chubb Trademarks. None of the Company Trademarks are licensed to the Company by a third party. The Company Trademarks and the Chubb Trademarks are not the subject of any pending or, to the knowledge of Seller, threatened litigation. The consummation of the transactions contemplated by this Agreement will not result in the loss or impairment of any of the Company Trademarks or result in any requirement of new or additional royalties, licensing fees, relicensing fees or other expenses. Neither the Seller, the Company nor any Subsidiary knows of any use by others of the Company Trademarks. (b) The Company and its Subsidiaries have valid and enforceable rights to use all the computer software necessary for the operation of their business as currently conducted (the "Software"). The transfer of ownership of the Company and the Subsidiaries contemplated by this Agreement will not limit or impair the rights of the Company and its Subsidiaries to use material Software owned or directly licensed by the Company and its Subsidiaries. .

Company Trademarks; Software. (a) Schedule 7.05 7.5 sets forth a complete and accurate list of all material trademarks, trade names and applications therefor, other than the Chubb Trademarks (as defined in Section 7.05), owned by the Company or any Subsidiary (collectively, the "Company Trademarks"). The Company Trademarks are free of any Liens and are all those which are necessary to the conduct of the business of the Company as now conducted other than the Chubb Trademarks. None of the Company Trademarks are licensed to the Company by a third party. The Company Trademarks and the Chubb Trademarks are not the subject of any pending or, to the knowledge of Seller, threatened litigation. The consummation of the transactions contemplated by this Agreement will not result in the loss or impairment of any of the Company Trademarks or result in any requirement of new or additional royalties, licensing fees, relicensing fees or other expenses. Neither the Seller, the Company nor any Subsidiary knows of any use by others of the Company Trademarks. (b) The Company and its Subsidiaries have valid and enforceable rights to use all the computer software necessary for the operation of their business as currently conducted (the "Software"). The transfer of ownership of the Company and the Subsidiaries contemplated by this Agreement will not limit or impair the rights of the Company and its Subsidiaries to use material Software owned or directly licensed by the Company and its Subsidiaries. .