Common use of Intellectual Property; Licenses, Etc Clause in Contracts

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Except as could not, either individually or in the aggregate, reasonably be expected to have a Material Adverse Effect, each of Holdings, the each Borrower and its each Restricted Subsidiaries ownSubsidiary owns, license licenses or possess possesses the right to use, all Intellectual Property that is reasonably of the rights to intellectual property necessary for the operation of its business as currently conducted without conflict with the rights of any Person. None of Holdings, any Borrower or any Restricted Subsidiary, in the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes infringe upon any intellectual property rights held by any Person Person, except for such infringements, either individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property intellectual property owned by Holdings, any Borrower or any Restricted Subsidiary is pending or, to the knowledge of Holdings and the BorrowerBorrowers, threatened in writing against Holdings, the any Borrower or any Restricted Subsidiary, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses Except as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No , each of the Borrower and each Restricted Subsidiary owns, licenses or possesses the right to use, all of the rights to Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in that are reasonably necessary for the operation of its business as currently conducted infringes conducted, and, without conflict with the rights of any Person. The Borrower or each Restricted Subsidiary do not, in the operation of their businesses as currently conducted, infringe upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by the Borrower or any Restricted Subsidiary is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the The Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that is are reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Personrespective businesses, except where the failure to own or possess the extent right to use such conflicts, individually or in the aggregate, IP Rights could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used To the best knowledge of the Borrower, the use of such IP Rights by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes does not infringe upon any rights held by any other Person except for such infringements, individually or in the aggregate, which any infringement that could not reasonably be expected to have a Material Adverse Effect. No Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the Intellectual Property foregoing is pending or, to the best knowledge of Holdings and the Borrower, threatened against Holdingsthreatened, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, which could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Each of Holdings, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business as currently conducted, and, without conflict with the Intellectual Property rights of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, Each of the Borrower and its Restricted Subsidiaries ownowns, license or possess possesses the right to use, all Intellectual Property of the patents, trademarks, service marks, trade dress, Internet domain names, copyrights, trade secrets, and know-how, and applications for registration of or goodwill associated with the foregoing, as applicable (collectively, “IP Rights”) that is are reasonably necessary for the operation of their businesses as currently conductedrespective businesses, without conflict with the Intellectual Property rights of any other Person, except to the extent such failure to own or possess the right to use or such conflicts, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by HoldingsTo the knowledge of the Borrower, the conduct of the Borrower or any and its Restricted Subsidiary in Subsidiaries’ business does not infringe upon the operation of its business as currently conducted infringes upon any intellectual property rights held by any other Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property foregoing is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiarythreatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected to have a Material Adverse Effect, each of Holdings, any Intermediate Parent, Bidco and the Borrower and its Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted. To the knowledge of Holdings and Bidco, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No no Intellectual Property used by Holdings, the Borrower any Intermediate Parent, Bidco or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by the Intellectual Property of any Person except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the BorrowerBidco, threatened in writing against Holdings, the Borrower any Intermediate Parent, Bidco or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses Except as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No , each of the Borrower and each Restricted Subsidiary owns, licenses or possesses the right to use all of the rights to Intellectual Property used by that are reasonably necessary for the operation of its business as currently conducted, and without conflict with the rights of any Person. None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business their businesses as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by Holdings or any Restricted Subsidiary is pending or, to the knowledge of Holdings and or the Borrower, threatened in writing against Holdings, Holdings or the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflictsExcept as, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any and each Restricted Subsidiary in owns, licenses or possesses the right to use, all of the rights to Intellectual Property that are reasonably necessary for the operation of its business as currently conducted infringes conducted, and, without conflict with the Intellectual Property rights of any other Person. The Borrower or any Restricted Subsidiary do not, in the operation of their businesses as currently conducted, infringe upon any Intellectual Property rights held by any other Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by the Borrower or any of the Restricted Subsidiaries is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflictsExcept as, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any and each Restricted Subsidiary in owns, licenses or possesses the right to use, all of the rights to Intellectual Property that are reasonably necessary for the operation of its business as currently conducted conducted, and without conflict with the Intellectual Property rights of any other Person. Neither the Borrower nor any Restricted Subsidiary, in the operation of their businesses as currently conducted, infringes upon any Intellectual Property rights held by any other Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by the Borrower or any of the Restricted Subsidiaries is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the The Borrower and its the Restricted Subsidiaries own, license license, or possess the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business as currently conducted, and without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which that could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, whichthat, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, each of Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any of its Restricted Subsidiary Subsidiaries in the operation of its business as currently conducted infringes upon the Intellectual Property of any rights held by any Person Person, except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflictsExcept as, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower and each Subsidiary owns, licenses or any Restricted Subsidiary in possesses the right to use, all of the rights to Intellectual Property that are reasonably necessary for the operation of its business as currently conducted conducted, and without conflict with the Intellectual Property rights of any other Person. Neither the Borrower nor any Subsidiary, in the operation of their businesses as currently conducted, infringes upon any Intellectual Property rights held by any other Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by the Borrower or any of the Subsidiaries is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. HoldingsParent, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by HoldingsParent, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings Parent and the Borrower, threatened against Holdings, the Borrower Parent or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the The Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could would not reasonably be expected to have a Material Adverse Effect. No To the knowledge of the Borrower, no Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could would not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Each of Holdings, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business as currently conducted, and, without conflict with the Intellectual Property rights of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected 111 to have a Material Adverse Effect. No Intellectual Property used by None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, each of Holdings, the Borrower and its Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon the Intellectual Property of any rights held by any Person Person, except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.. Section 3.14

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected to have a Material Adverse Effect, each of Holdings, the Borrower and its Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted. To the knowledge of Holdings and the Borrower, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No no Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by the Intellectual Property of any Person except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.. SECTION 3.14

Intellectual Property; Licenses, Etc. Holdings, the The Borrower and its the Restricted Subsidiaries own, license own or possess the have a valid right to use, all the Intellectual Property that is reasonably necessary for the operation of their respective businesses as currently conducted, without conflict with except where the Intellectual Property of failure to have any Personsuch rights, except to the extent such conflicts, either individually or in the aggregate, could would not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, The operation of the respective businesses of the Borrower or any Restricted Subsidiary in the operation of its business Restricted Subsidiaries as currently conducted infringes upon does not infringe, misappropriate or dilute any intellectual property rights held owned by any Person except for such infringements, misappropriations or dilutions, individually or in the aggregate, which could that would not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by the Borrower or any of its Restricted Subsidiaries is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, whichthat, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Each of Holdings, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business as currently conducted, and, without conflict with the Intellectual Property rights of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.. 108

Intellectual Property; Licenses, Etc. HoldingsExcept as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, each of the Borrower and its Restricted Subsidiaries own, license or possess the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any of its Restricted Subsidiary Subsidiaries in the operation of its business as currently conducted infringes upon the Intellectual Property of any rights held by any Person Person, except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property of the Borrower or any of its Restricted Subsidiaries is pending or, to the knowledge of Holdings and any Responsible Officer of the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Each of Holdings, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business as currently conducted, and, without conflict with the Intellectual Property rights of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.. 133

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected to have a Material Adverse Effect, each of Holdings, the Borrower and its itsthe Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted. To the knowledge of Holdings and the Borrower, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No no Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by the Intellectual Property of any Person except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.. SECTION 3.14

Intellectual Property; Licenses, Etc. HoldingsExcept as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, each of the Borrower and its Restricted Subsidiaries own, license or possess the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any of its Restricted Subsidiary Subsidiaries in the operation of its business as currently conducted infringes upon the Intellectual Property of any rights held by any Person Person, except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property of the Borrower or any of its Restricted Subsidiaries is pending or, to the knowledge of Holdings and any Responsible Officer of the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.. SECTION 3.14

Intellectual Property; Licenses, Etc. Except as could not reasonably be expected to have a Material Adverse Effect, each of Holdings, each Intermediate Parent, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted. To the knowledge of Holdings and the Borrower, without conflict with the conduct of the business of Holdings, the Intermediate Parents, the Borrower and the Restricted Subsidiaries as currently conducted does not infringe the Intellectual Property of any Person, except for such infringements that could not reasonably be expected to the extent such conflictshave, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, any Intermediate Parent, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.. 143

Intellectual Property; Licenses, Etc. Holdings, the The Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could would not reasonably be expected to have a Material Adverse Effect. No To the knowledge of the Borrower, no Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could would not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.. Section 3.14

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its the Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conductedbusinesses, without conflict with infringing or otherwise violating the Intellectual Property of any Person, except to the extent such conflictsviolations, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the such Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Each of Holdings, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all 108 Intellectual Property that is reasonably necessary for the operation of their businesses its business as currently conducted, and, without conflict with the Intellectual Property rights of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses Except as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No , each of the Borrower and each Restricted Subsidiary owns, licenses or possesses the right to use all of the rights to Intellectual Property used by that are reasonably necessary for the operation of its business as currently conducted, and, to the knowledge of the Borrower, without conflict with the rights of any Person. None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business their businesses as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by Holdings or any Restricted Subsidiary is pending or, to the knowledge of Holdings and or the Borrower, threatened in writing against Holdings, Holdings or the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses Except as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No , each of Holdings and each Restricted Subsidiary owns, licenses or possesses the right to use all of the rights to Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in that are reasonably necessary for the operation of its business as currently conducted conducted, and, to the knowledge of Borrower, without conflict with the rights of any Person. To the knowledge of the Borrower, neither Holdings nor any Restricted Subsidiary, in the operation of their businesses as currently conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by Holdings or any Restricted Subsidiary is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower Holdings or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. HoldingsExcept as would not reasonably be expected to have a Material Adverse Effect, each of Holdings and the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted. To the knowledge of Holdings and the Borrower, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No no Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by the Intellectual Property of any Person except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower The Company and each of its Restricted Subsidiaries own, license or possess have the right to use, all Intellectual Property of the trademarks, service marks, trade names, copyrights, patents, patent rights, licenses and other intellectual property rights (collectively, “IP Rights”) that is are reasonably necessary for the operation of their businesses as currently conducted, without conflict with the Intellectual Property of any Personrespective businesses, except where the failure to own or have the extent right to use such conflicts, individually or in the aggregate, IP Sealed Air — Credit Agreement 102 Rights could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by HoldingsTo the knowledge of the Company, the Borrower use of such IP Rights by the Company or any Restricted Subsidiary in the operation of its business as currently conducted infringes does not infringe upon any intellectual property rights held by any Person other Person, except for such infringements, individually or in the aggregate, which any infringement that could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property foregoing is pending or, to the knowledge of Holdings and the BorrowerCompany, threatened against Holdings, the Borrower or any Restricted Subsidiarythreatened, which, either individually or in the aggregate, could reasonably be expected to have result in a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Each of Holdings, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business as currently conducted, and, without conflict with the Intellectual Property rights of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by None of Holdings, the Borrower or any Restricted Subsidiary Subsidiary, in the operation of its business as currently conducted conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a 104 Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses Except as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by , each of Holdings, the Borrower or any and each Restricted Subsidiary in owns, licenses or possesses the right to use, all Intellectual Property that are reasonably necessary for the operation of its business as currently conducted infringes conducted, and, without conflict with the Intellectual Property rights of any other Person. Holdings, the Borrower and each Restricted Subsidiary do not, in the operation of their businesses as currently conducted, infringe upon any Intellectual Property rights held by any Person other Person, except for such infringements, individually or in the aggregate, infringements which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by Holdings, the Borrower or any of the Restricted Subsidiaries is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, which could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected to have a Material Adverse Effect, each of Holdings, the Borrower and its the Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted. To the knowledge of Holdings and the Borrower, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No no Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by the Intellectual Property of any Person except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.. SECTION 3.14

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect, each of Holdings, the Borrower and its Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon the Intellectual Property of any rights held by any Person Person, except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower and its Restricted Subsidiaries own, license or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses Except as currently conducted, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No , each of Holdings and each Restricted Subsidiary owns, licenses or possesses the right to use, all of the rights to Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in that are reasonably necessary for the operation of its business as currently conducted conducted, and, to the knowledge of Borrower, without conflict with the rights of any Person. To the knowledge of the Borrower, neither Holdings nor any Restricted Subsidiary, in the operation of their businesses as currently conducted, infringes upon any Intellectual Property rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property owned by Holdings or any Restricted Subsidiary is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower Holdings or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Except as would not reasonably be expected to have a Material Adverse Effect, each of Holdings, the Borrower and its Restricted Subsidiaries ownowns, license licenses or possess possesses the right to use, use all Intellectual Property that is reasonably necessary for the operation of their businesses its business substantially as currently conducted. To the knowledge of Holdings and the Borrower, without conflict with the Intellectual Property of any Person, except to the extent such conflicts, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No no Intellectual Property used by Holdings, the Borrower or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by the Intellectual Property of any Person except for such infringementsinfringements that would not reasonably be expected to have, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened in writing against Holdings, the Borrower or any Restricted Subsidiary, which, individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Holdings, the Borrower Borrower, and its the Restricted Subsidiaries own, license license, or possess the right to use, all Intellectual Property that is reasonably necessary for the operation of their businesses as currently conductedbusinesses, without conflict with infringing or otherwise violating the Intellectual Property rights of any Person, except to the extent such conflictsviolations, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. No Intellectual Property used by Holdings, the Borrower Borrower, or any Restricted Subsidiary in the operation of its business as currently conducted infringes upon any rights held by any Person except for such infringements, individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. No claim or litigation regarding any of the such Intellectual Property is pending or, to the knowledge of Holdings and the Borrower, threatened against Holdings, the Borrower Borrower, or any Restricted Subsidiary, which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.