Disclosure of Certain Intellectual Property. Section 3.9(a)(i) of the Target Disclosure Schedule is a complete and accurate list of: (A) all Target Registered Intellectual Property, grouped by Patents (including withdrawn, lapsed, abandoned or expired Patents), Trademarks, Copyrights, and domain names; and (B) all common law Trademarks and material software owned or purported to be owned by Target or any of its Subsidiaries; and setting forth for each of the foregoing as applicable, the title, application number, filing date, jurisdiction, and registration number for each item.
Disclosure of Certain Intellectual Property. Section 3.11(a)(i) of the Company Disclosure Schedule is a complete and accurate list of: all Company Registered Intellectual Property, grouped by Patents (including withdrawn, lapsed, abandoned or expired Patents), Trademarks, Copyrights, and domain names and setting forth for each of the foregoing as applicable, the title, application number, filing date, jurisdiction, and registration number. (ii)
Disclosure of Certain Intellectual Property. Section 2.10(b)(i) of the Disclosure Schedule is a complete and accurate list of: (A) all Company Registered Intellectual Property, grouped by Patents (including withdrawn, lapsed, abandoned or expired Patents), Trademarks, Copyrights, and domain names; and (B) all common law Trademarks; and setting forth for each of the foregoing as applicable, the nature of the right, title or interest held by the Company (and if no nature is indicated, the nature shall be presumed to be sole ownership), and the title, application number, filing date, jurisdiction, and registration number for each item.
Disclosure of Certain Intellectual Property. Section 3.9(a)(i) of the Company Disclosure Schedule is a complete and accurate list of: (A) all Company Registered Intellectual Property, grouped by Patents, Trademarks, Copyrights, domain names and other Company Registered Intellectual Property, setting forth for each of the foregoing as applicable, the nature of the right, title or interest held by the Company, and the title, application number, filing date, jurisdiction, and registration number for each item of Company Registered Intellectual Property; and (B) all common law Trademarks owned by the Company or used by the Company in the conduct of the Company Business. The Company has made available to Purchaser correct and complete copies of all registrations and applications for Company Registered Intellectual Property, as amended to date, with all correspondence and file wrapper materials related thereto. (ii) Enforceability; No Challenges. Each item of Company Registered Intellectual Property is subsisting and in good standing. Each item of Company Registered Intellectual Property that has been issued, registered or granted is valid and enforceable. There are no facts, information, or circumstances, including any facts or information that would constitute prior art, that would render any of the Company Registered Intellectual Property invalid or unenforceable, or would preclude the issuance of or otherwise affect any pending application for any Company Registered Intellectual Property. Without limiting the foregoing, the Company has not taken any actions that would result in a Patent included in the Company Registered Intellectual Property being invalid, including any disclosure, publication or sale of the invention more than one (1) year prior to the date of the applicable Patent application. The Company has not misrepresented, or failed to disclose, any facts or information in any application for any Company Registered Intellectual Property that would constitute fraud or a misrepresentation or other inequitable conduct with respect to such application or that would otherwise affect the enforceability of any Company Registered Intellectual Property. With respect to each item of Company Registered Intellectual Property and each item of Company Licensed Intellectual Property that is Registered Intellectual Property and is exclusively licensed to the Company, the Company has not received written notice of any inventorship challenge, opposition, cancellation, inter partes review, derivative proceeding,...
Disclosure of Certain Intellectual Property. Section 3.9(a)(i) of the Disclosure Schedule includes a complete and accurate list of: (A) all Company Registered Intellectual Property, (B) all withdrawn, lapsed, abandoned or expired Patents in which the Company had any rights during the five (5) years prior to the date of this Agreement, (C) all, Trademarks in which the Company had any rights during the five (5) years prior to the date of this Agreement, and setting forth for each of the foregoing as applicable, the title, application number, filing date, jurisdiction, registration number, and the owner thereof. Section 3.9(a)(i) of the Disclosure Schedule further sets forth a complete and accurate list of all common law Trademarks in which the Company had any rights during the five (5) years prior to the date of this Agreement. The Company has delivered to Buyer correct and complete copies of all registrations and applications for all of the foregoing, as amended to date, with all correspondence and file wrapper materials related thereto.
Disclosure of Certain Intellectual Property. Section 3.13.1.1 of the Disclosure Schedules sets forth a list of all Net Names owned by Seller (including the expiration date) and Seller Registered Intellectual Property, grouped by Patents and Trademarks, setting forth for each of the foregoing, as applicable, the current owner, title, application number, filing date and jurisdiction, and registration number for each item of such Seller Registered Intellectual Property.
Disclosure of Certain Intellectual Property. Section 5.15(a)(i) of the Disclosure Schedule is a complete and accurate list of all Registered Intellectual Property, grouped by Patents (including withdrawn, lapsed, abandoned or expired Patents), Trademarks, Copyrights, and domain names, and the title, application number, filing date, jurisdiction, and registration number for each item. Section 5.15(a)(ii) of the Disclosure Schedule is a complete and accurate list of all Licensed Intellectual Property (other than Off-the-Shelf Software). There is no item of Licensed Intellectual Property to which the Company has an exclusive license of any kind. Section 5.15(a)(iii) of the Disclosure Schedule is a complete and accurate list of all Owned Intellectual Property.
Disclosure of Certain Intellectual Property. Section 5.7(a)(i) of the Apollo Disclosure Schedule is a complete and accurate list of: all Apollo-Registered Intellectual Property, grouped by Patents (including withdrawn, lapsed, abandoned or expired Patents), Mask Work Registrations, Copyrights, and other Registered Intellectual Property and setting forth for each of the foregoing as applicable, the title, application number, filing date, jurisdiction, and registration number.
Disclosure of Certain Intellectual Property. Section 3.8(a)(i) of the Target Disclosure Schedule is a complete and accurate list of: (A) all Target Registered Intellectual Property, grouped by Patents (including withdrawn, lapsed, abandoned or expired Patents), Trademarks, Copyrights, and domain names; and (B) all other Target Owned Intellectual Property (other than Trade Secrets), including common law Trademarks; and setting forth for each of the foregoing as applicable, the nature of the right, title or interest held by Target, and the title, application number, filing date, jurisdiction, and registration number for each item of Intellectual Property. [****] = Certain confidential information contained in this document, marked by brackets, has been omitted because it is both (i) not material and (ii) is the type that the registrant treats as private or confidential.
Disclosure of Certain Intellectual Property. Section 3.9(a)(i) of the Seller Disclosure Schedule is a complete and accurate list of: (x) all Registered Intellectual Property included in the Acquired IP, grouped by Acquired Patents, including the Wuxi Patents, and identifying the Acquired Jointly Owned Patents (including withdrawn, lapsed, abandoned or expired Patents included in the Acquired Patents, provided that, notwithstanding anything to the contrary, no other representations, or warranties set forth in this Agreement shall apply with respect to any withdrawn, lapsed, abandoned or expired Patents included in the Acquired Patents), Trademarks, Copyrights, Acquired Domain Names and other Registered Intellectual Property (for example and without limitation registered designs); and (y) all common law and unregistered Trademarks included in the Acquired IP and setting forth for each of the foregoing items of Registered Intellectual Property under clause (x) above and as applicable, the title, application number, filing date, jurisdiction, and registration number for each item of such Registered Intellectual Property, indicating in each case the Seller Group member or Additional Seller Group Company that holds title to and any ownership interest in such Registered Intellectual Property. The issued Patents and Patent applications in Schedule III (Listed Patents) is a complete and accurate list of all issued Patents and Patent applications owned by Seller or its Affiliates that are primarily related to the field of the Business. The list of invention disclosures set forth on Schedule IV (Invention Disclosures) is a complete and accurate list of all invention disclosures prepared by the employees, contractors, counsel or other agents of Seller or any of its Affiliates in the course of performing services for Seller or its Affiliates that describe inventions primarily related to the field of the Business (including inventions related to any Acquired Technology or Business Product) and not yet claimed or embodied in any Patent application filed with any Registration Office. The list of Excluded Jointly Owned Patents in Schedule 2.3(l) and the Acquired Jointly Owned Patents identified in Schedule III (Listed Patents) is a complete and accurate list of all Patents related to the field of the Business that are jointly owned by Seller or its Affiliates and any third Person that is not an Affiliate of Seller.
