Due Registration. The Transferor is duly registered as a foreign corporation in good standing, and has obtained all necessary licenses and approvals in all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualifications, except where the failure to so qualify or to have obtained such licenses and approvals would not have a material adverse effect on the earnings, business affairs or business prospects of the Transferor.
Due Registration. The Transferor is duly registered as a foreign limited partnership in good standing, and has obtained all necessary licenses and approvals in all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualifications, except where the failure to so qualify or to have obtained such licenses and approvals would not have a material adverse effect on the earnings, business affairs or business prospects of the Transferor.
Due Registration. The Owned Intellectual Property has been duly registered with, filed in or issued by, as the case may be, the United States Patent and Trademark Office, United States Copyright Office, or such other filing offices, and the Company has taken such other actions to ensure full protection under any applicable laws or regulations, and such registrations, filings, issuances and other actions remain in full force and effect.
Due Registration. Except for trade secrets, the Owned Intellectual Property has been duly registered with, filed in or issued by, as the case may be, the United States Patent and Trademark Office, United States Copyright Office or such other filing offices, domestic or foreign, and Seller has taken such other actions (including such other actions as may apply to trade secrets), to ensure full protection under any applicable laws or regulations, and such registrations, filings, issuances and other actions remain in full force and effect, in each case to the extent material to the Business and the Assets.
Due Registration. The Registered IP has been duly filed in the United States Patent and Trademark Office, United States Copyright Office or other appropriate filing office or domain name registrar, domestic or foreign, as applicable, and such filings remain actively pending in good standing.
Due Registration. Each of HTC LP and HTD LP is duly registered as a foreign limited partnership in good standing, and has obtained all necessary licenses and approvals in all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualifications, except where the failure to so qualify or to have obtained such licenses and approvals would not have a material adverse effect on the earnings or business affairs of either HTC LP or HTD LP.
Due Registration. Each Agent represents and warrants to, and covenants with, the Company that at least one of the Agents is duly registered under the Applicable Securities Laws in each of the Qualifying Provinces.
Due Registration. Alliance represents and warrants to CollaGenex that Alliance is duly registered for VAT with registration number 682 2155 39 and that with effect from Actual Completion the Dental Business Assets will be used by Alliance in carrying on the same kind of business as the business carried on by CollaGenex prior to date of Actual Completion.
Due Registration. The Seller is duly registered as a foreign limited partnership in good standing, and has obtained all necessary licenses and approvals in all jurisdictions in which the ownership or lease of property or the conduct of its business requires such qualifications, except where the failure to so qualify or to have obtained such licenses and approvals would not have a material adverse effect on the earnings, business affairs or business prospects of the Seller.
Due Registration. Etc. With respect to any Registered Intellectual Property Right: (i) all such items of Registered Intellectual Property Rights have been duly registered with, filed in or issued by, as the case may be, the United States Patent and Trademark Office, United States Copyright Office or such other filing offices, domestic or foreign, (ii) all relevant information was timely and accurately provided to the relevant agency in the seeking of any such registration or filing, (iii) the Seller has taken all commercially reasonable action to seek such registration or issuance of Registered Intellectual Property Rights, (iv) such Registered Intellectual Property Rights remain in full force and effect, in each case to the extent material to the Business or the business of each Subsidiary, and (v) no item of Registered Intellectual Property Rights has been adjudged invalid or unenforceable and, to the knowledge of Seller, each item of Registered Intellectual Property Rights that is not an application is valid and subsisting, and all necessary registration, maintenance and renewal fees in connection with such Registered Intellectual Property Rights have been paid and all necessary documents and certificates in connection with such Registered Intellectual Property have been filed with the appropriate authorities in the United States and foreign jurisdictions for the purposes of maintaining such Registered Intellectual Property Rights, and (vi) to the knowledge of the Seller after due inquiry, there are no actions that must be taken by the Seller within sixty (60) days of the Closing, including, but not limited to, the payment of any registration, maintenance or renewal fees or the filing of any documents, applications or certificates for the purposes of maintaining, perfecting or preserving or renewing any such Registered Intellectual Property Rights.
