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

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 6 contracts

Samples: Term Loan Agreement (Panera Bread Co), Term Loan Agreement (Panera Bread Co), Credit Agreement (Panera Bread Co)

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Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for where such infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 6 contracts

Samples: Credit Agreement (California Water Service Group), Credit Agreement (California Water Service Group), Credit Agreement (California Water Service Group)

Intellectual Property; Licenses, Etc. The Domestic Borrower and each of its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Domestic Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Domestic Borrower or any Subsidiary of its Subsidiaries infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerBorrowers, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/)

Intellectual Property; Licenses, Etc. The Domestic Borrower and each of its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Domestic Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Domestic Borrower or any Subsidiary of its Subsidiaries infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/), Credit Agreement (Diodes Inc /Del/)

Intellectual Property; Licenses, Etc. The Each Borrower and its each of their Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the BorrowerBorrowers, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower Borrowers or any Subsidiary of any of them infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerBorrowers, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Credit Agreement (Highwoods Realty LTD Partnership), Term Loan Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership)

Intellectual Property; Licenses, Etc. The Each Borrower and each of its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except as could not reasonably be expected to have a Material Adverse Effect. To the best knowledge of the BorrowerBorrowers, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower Borrowers or any Subsidiary infringes upon any rights held by any other Person Person, except for such infringement that as could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerBorrowers, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.), Senior Secured Credit Agreement (Aimco Properties L.P.)

Intellectual Property; Licenses, Etc. The Borrower Loan Parties and its their Subsidiaries own, or possess the right to use, all of the trademarksIntellectual Property and all of the licenses, service marks, trade names, copyrights, patents, patent rights, franchises, licenses permits and other intellectual property rights (collectively, “IP Rights”) authorizations that are reasonably necessary for the operation of their respective businesses. To the best knowledge of the Lead Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower any Loan Party or any Subsidiary infringes upon any Intellectual Property rights held by any other Person Person, except for such infringement that could which, either individually or in the aggregate, would not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Lead Borrower, threatened, which, either individually or in the aggregate, could would reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Tops Holding Ii Corp), Credit Agreement (Tops Markets Ii Corp), Credit Agreement (Tops Holding Corp)

Intellectual Property; Licenses, Etc. The Borrower Limited and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect. To the best knowledge of the Borrower, no No slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower Limited or any Subsidiary infringes upon any rights held by any other Person Person, except for to the extent that such infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerLimited, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.. 5.18

Appears in 3 contracts

Samples: Credit Agreement (Helen of Troy LTD), Credit Agreement (Helen of Troy LTD), Credit Agreement (Helen of Troy LTD)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the material trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict in any material respect with the rights of any other Person. To the best knowledge of the Borrower, no material slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes in any material respect upon any material rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.15, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually threatened which claim or in the aggregate, could litigation would reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Bj Services Co), Credit Agreement (Bj Services Co)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the material trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, "IP Rights") that are reasonably necessary for the operation of their respective businesses, without conflict in any material respect with the rights of any other Person. To the best knowledge of the Borrower, no material slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes in any material respect upon any material rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.15, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually threatened which claim or in the aggregate, could litigation would reasonably be expected to have a Material Adverse Effect.

Appears in 2 contracts

Samples: Credit Agreement (Bj Services Co), Credit Agreement (Bj Services Co)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other 76 advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregateaggregate (in each case, could taking into account the reasonable likelihood of an adverse determination), would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Athenahealth Inc)

Intellectual Property; Licenses, Etc. The Each Borrower and its each of their Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the BorrowerBorrowers, no slogan or other advertising device, product, process, method, substance, part or 37 other material now employed, or now contemplated to be employed, by the Borrower Borrowers or any Subsidiary of any of them infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerBorrowers, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Agreement (Highwoods Realty LTD Partnership)

Intellectual Property; Licenses, Etc. The Borrower and each of its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, except where the failure to own or possess the right to use such IP Rights could not reasonably be expected to have a Material Adverse Effect. To the best knowledge The use of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, such IP Rights by the Borrower or any Subsidiary infringes does not infringe upon any rights held by any other Person Person, except for such any infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.185.18(a), no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Foresight Energy Partners LP)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the material trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that which, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no No claim or litigation Litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Spartech Corp)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the material trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that which, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Encore Wire Corp)

Intellectual Property; Licenses, Etc. The Borrower Parent and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the BorrowerBorrowers, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower Borrowers or any Subsidiary infringes upon any rights held by any other Person except for such Person, which infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerBorrowers, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Harris Stratex Networks, Inc.)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, except where the failure to own or possess the right to use such IP Rights could not reasonably be expected to have a Material Adverse Effect. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, the use of such IP Rights by the Borrower or any Subsidiary infringes does not infringe upon any rights held by any other Person except for such any infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, which could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Foresight Energy LP)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon upon, or conflict with any rights held by any other Person Person, except for such infringement that infringements and conflicts as could not not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, Borrower threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Loan Agreement (Perkinelmer Inc)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregateaggregate (in each case, could taking into account the reasonable likelihood of an adverse determination), would reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Athenahealth Inc)

Intellectual Property; Licenses, Etc. The Each Borrower and its each of their Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the BorrowerBorrowers, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower Borrowers or any Subsidiary of any of them infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerBorrowers, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.. -Table of Contents-

Appears in 1 contract

Samples: Credit Agreement (Highwoods Realty LTD Partnership)

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Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, "IP Rights") that are reasonably necessary for the 4019304v5 operation of their respective businesses. , without conflict with the rights of any other Person, To the best knowledge of the Borrower, no material slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Cross a T Co)

Intellectual Property; Licenses, Etc. The Borrower Company and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without material conflict with the material rights of any other Person, except as disclosed in Schedule 5.06. To the best knowledge of the BorrowerCompany, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower Company or any Subsidiary materially infringes upon any rights held by any other Person Person, except for such infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no 5.06. No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerCompany, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse EffectEffect except as specifically disclosed in Schedule 5.06.

Appears in 1 contract

Samples: Credit Agreement (Kyphon Inc)

Intellectual Property; Licenses, Etc. The Borrower and each of its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary of any of them infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Tanger Factory Outlet Centers Inc)

Intellectual Property; Licenses, Etc. The Borrower Parent and its Restricted Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except as would not be reasonably expected to have a Material Adverse Effect. To the best knowledge of the BorrowerParent, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower Parent or any Restricted Subsidiary infringes upon any rights held by any other Person Person, except for such infringement that could as would not be reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.186.16, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the BorrowerParent, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Global Cash Access Holdings, Inc.)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, employed by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for where such infringement that could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Symyx Technologies Inc)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except where it could not reasonably be expected to result in a Material Adverse Effect. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person Person, except for such infringement that where it could not reasonably be expected to have result in a Material Adverse Effect,. Except as specifically disclosed in Schedule 5.18, no No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.. 5.18

Appears in 1 contract

Samples: Execution Version Credit Agreement (Azz Inc)

Intellectual Property; Licenses, Etc. The Holdings, the Borrower and its the Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, "IP Rights") that are reasonably necessary for the operation of their respective businesses, which material IP Rights do not infringe in any material respect the intellectual property rights of any other Person. To the best knowledge of Holdings and the Borrower, no slogan none of its slogans or advertising materials, products, processes, methods, substances, parts or other advertising devicematerials now employed by Holdings, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon infringe in any material respect on any IP Rights or other material rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.18, no No claim or litigation regarding any of the foregoing is pending or, to the best knowledge of Holdings and the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Keystone Marketing Services Inc)

Intellectual Property; Licenses, Etc. The Borrower Borrowers and its their Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the BorrowerBorrowers, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the a Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.18, no claim or litigation regarding any of the foregoing matters set forth in the preceding two sentences is pending or, to the best knowledge of the a Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (CBOE Holdings, Inc.)

Intellectual Property; Licenses, Etc. The Borrower and its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, to the best knowledge of the Borrower, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in on Schedule 5.18, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Cnet Networks Inc)

Intellectual Property; Licenses, Etc. The Borrower Loan Parties and its their Subsidiaries own, or possess the right to use, all of the trademarksIntellectual Property and all of the licenses, service marks, trade names, copyrights, patents, patent rights, franchises, licenses permits and other intellectual property rights (collectively, “IP Rights”) authorizations that are reasonably necessary for the operation of their respective businesses. To the best knowledge of the Lead Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower any Loan Party or any Subsidiary infringes upon any Intellectual Property rights held by any other Person Person, except for such infringement that which, either individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Lead Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Tops PT, LLC)

Intellectual Property; Licenses, Etc. The Borrower and each of its Restricted Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, except where the failure to own or possess the right to use such IP Rights would not reasonably be expected to have a Material Adverse Effect. To the best knowledge The use of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, such IP Rights by the Borrower or any Restricted Subsidiary infringes does not infringe upon any rights held by any other Person Person, except for such any infringement that could would not reasonably be expected to have a Material Adverse Effect. Except as specifically disclosed in Schedule 5.185.18(a), no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could would reasonably be expected to have result in a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (Foresight Energy LP)

Intellectual Property; Licenses, Etc. The Borrower and each of its Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person. To the best knowledge of the Borrower, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Borrower or any Subsidiary of its Subsidiaries infringes upon any rights held by any other Person except for such infringement that could not reasonably be expected to have a Material Adverse EffectPerson. Except as specifically disclosed in Schedule 5.185.17, no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of the Borrower, threatened, which, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.

Appears in 1 contract

Samples: Credit Agreement (U S Physical Therapy Inc /Nv)

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