Common use of Intellectual Property and Other Intangible Assets Clause in Contracts

Intellectual Property and Other Intangible Assets. 19 24 (a) The Company and its Subsidiaries (i) own or have the right to use, free and clear of all liens, claims, and restrictions, all patents, trademarks, service marks, trade names, and copyrights, and all applications, licenses, and rights with respect to the foregoing, and all trade secrets, including know-how, inventions, designs, processes, works of authorship, computer programs, and technical data and information (collectively, "INTELLECTUAL PROPERTY") used and sufficient for use in the conduct of its business as now conducted and/or as presently proposed to be conducted (including, without limitation, the development, manufacture, operation, and sale of all products and services sold or proposed to be sold by the Company and its Subsidiaries during the next 24 months following the date of this Agreement) without infringing upon or violating any right, lien, or claim of others, including, without limitation, former employees and former employers of its past and present employees, and (ii) except described in SCHEDULE 6T, is not obligated or under any liability whatsoever to make any payments by way of royalties, fees, or otherwise to any owner or licensee of, or other claimant to, any patent, trademark, service mark, trade name, copyright, or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Stock Purchase Agreement (Willis Michael T)

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Intellectual Property and Other Intangible Assets. 19 24 (a) The Company and its Subsidiaries (i) own or have the right to use, free and clear of all liens, claims, and restrictions, all patents, trademarks, service marks, trade names, and copyrights, and all applications, licenses, and rights with respect to the foregoing, and all trade secrets, including know-how, inventions, designs, processes, works of authorship, computer programs, and technical data and information (collectively, "INTELLECTUAL PROPERTY") used and sufficient for use in the conduct of its business as now conducted and/or as presently proposed to be conducted (including, without limitation, the development, manufacture, operation, and sale of all products and services sold or proposed to be sold by the Company and its Subsidiaries during the next 24 months following the date of this Agreement) without infringing upon or violating any right, lien, or claim of others, including, without limitation, former employees and former employers of its past and present employees, and (ii) except described in SCHEDULE 6T, is not obligated or under any liability whatsoever to make any payments by way of royalties, fees, or otherwise to any owner or licensee of, or other claimant to, any patent, trademark, service mark, trade name, copyrightcopyxxxxt, or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Equalnet Holding Corp)

Intellectual Property and Other Intangible Assets. 19 24 (ai) The Company EqualNet and its Subsidiaries (i) own or have the right to use, free and clear of all liens, claims, and restrictions, all patents, trademarks, service marks, trade names, and copyrights, and all applications, licenses, and rights with respect to the foregoing, and all trade secrets, including know-how, inventions, designs, processes, works of authorship, computer programs, and technical data and information (collectively, "INTELLECTUAL PROPERTYIntellectual Property") used and sufficient for use in the conduct of its business as now conducted and/or as presently proposed to be conducted (including, without limitation, the development, manufacture, operation, and sale of all products and services sold or proposed to be sold by the Company EqualNet and its Subsidiaries during the next 24 months following the date of this Agreement) without infringing upon or violating any right, lien, or claim of others, including, without limitation, former employees and former employers of its past and present employees, and (ii) except as described in SCHEDULE 6TSection 3(r) of the Disclosure Schedule, is not obligated or under any liability whatsoever to make any payments by way of royalties, fees, or otherwise to any owner or licensee of, or other claimant to, any patent, trademark, service mark, trade name, copyright, or other intangible intangixxx asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Switch Agreement (Equalnet Holding Corp)

Intellectual Property and Other Intangible Assets. 19 24 (a) The Company and its Subsidiaries Sellers (i) own or have the right to use, free and clear of all liens, claims, and restrictions, all patents, trademarks, service marks, trade names, and copyrights, and all applications, licenses, and rights with respect to the foregoing, and all trade secrets, including know-how, inventions, designs, processes, works of authorship, computer programs, and technical data and information (collectively, "INTELLECTUAL PROPERTY") used and sufficient for use in the conduct of its business as now conducted and/or as presently proposed to be conducted (including, without limitation, the development, manufacture, operation, and sale of all products and services sold or proposed to be sold by the Company and its Subsidiaries Sellers during the next 24 months following the date of this Agreement) without infringing upon or violating any right, lien, or claim of others, including, without limitation, former employees and former employers of its past and present employees, and (ii) except described in SCHEDULE 6T3.1.21, is not obligated or under any liability whatsoever to make any payments by way of royalties, fees, or otherwise to any owner or licensee of, or other claimant to, any patent, trademark, service mark, trade name, copyright, or other intangible asset, with respect xxxpect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Equalnet Holding Corp)

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Intellectual Property and Other Intangible Assets. 19 24 (ai) The Company EqualNet and its Subsidiaries (i) own or have the right to use, free and clear of all liens, claims, and restrictions, all patents, trademarks, service marks, trade names, and copyrights, and all applications, licenses, and rights with respect to the foregoing, and all trade secrets, including know-how, inventions, designs, processes, works of authorship, computer programs, and technical data and information (collectively, "INTELLECTUAL PROPERTYIntellectual Property") used and sufficient for use in the conduct of its business as now conducted and/or as presently proposed to be conducted (including, without limitation, the development, manufacture, operation, and sale of all products and services sold or proposed to be sold by the Company EqualNet and its Subsidiaries during the next 24 months following the date of this Agreement) without infringing upon or violating any right, lien, or claim of others, including, without limitation, former employees and former employers of its past and present employees, and (ii) except as described in SCHEDULE 6TSection 3(r) of the Disclosure Schedule, is not obligated or under any liability whatsoever to make any payments by way of royalties, fees, or otherwise to any owner or licensee of, or other claimant to, any patent, trademark, service mark, trade xxade name, copyright, or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Switch Agreement (Willis Mark)

Intellectual Property and Other Intangible Assets. 19 24 (a) The Company and its Subsidiaries (i) own or have the right to use, free and clear of all liens, claims, and restrictions, all patents, trademarks, service marks, trade names, and copyrights, and all applications, licenses, and rights with respect to the foregoing, and all trade secrets, including know-how, inventions, designs, processes, works of authorship, computer programs, and technical data and information (collectively, "INTELLECTUAL PROPERTYIntellectual Property") used and sufficient for use in the conduct of its business as now conducted and/or as presently proposed to be conducted (including, without limitation, the development, manufacture, operation, and sale of all products and services sold or proposed to be sold by the Company and its Subsidiaries during the next 24 months following the date of this Agreement) without infringing upon or violating any right, lien, or claim of others, including, without limitation, former employees and former employers of its past and present employees, and (ii) except described in SCHEDULE Schedule 6T, is not obligated or under any liability whatsoever to make any payments by way of royalties, fees, or otherwise to any owner or licensee of, or other claimant to, any patent, trademark, service mark, trade xxade name, copyright, or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Stock and Warrant Purchase Agreement (Crane James R)

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