Neither Scitex. Vision nor any of its subsidiaries has conducted any business under or otherwise used, for any purpose or in any jurisdiction, any fictitious name, assumed name, trade name or other than its own name.
Neither Scitex. Vision nor its subsidiaries has declared, accrued, set aside or paid any dividend or made any other distribution in respect of any shares of capital stock, and has repurchased, redeemed or otherwise reacquired any shares of capital stock or other securities;
Neither Scitex. Vision nor its subsidiaries has (i) entered into or permitted any of the assets owned or used by it to become bound by any Contract (as defined in Exhibit A) that is or would constitute a Material Agreement (as defined in Section 2.10(a)), or (ii) amended or prematurely terminated, or waived any material right or remedy under, any Material Agreement;
Neither Scitex. Vision nor its subsidiaries has made any pledge of any of Scitex Vision’s or its subsidiaries’ material assets or otherwise permitted any of Scitex Vision’s or its subsidiaries’ material assets to become subject to any Encumbrance;
Neither Scitex. Vision nor its subsidiaries has (i) lent money to any Person, exceeding, in the aggregate, $15,000 (other than pursuant to routine advances made to employees in the ordinary course of business), or (ii) incurred or guaranteed any indebtedness for borrowed money, exceeding, in the aggregate, $15,000;
Neither Scitex. Vision nor its subsidiaries has changed any of its methods of accounting or accounting practices in any respect, including any change with respect to reserves (whether for bad debts, contingent liabilities or otherwise);
Neither Scitex. Vision nor its subsidiaries has failed to file any Tax Return or pay any Tax timely when due, made or changed any election with respect to any Tax (as defined in Exhibit A), entered into any tax allocation agreement, tax sharing agreement, tax indemnity agreement or closing agreement, settlement or compromise of any claim or assessment in respect of any Taxes, or consent to any extension or waiver of the limitation period applicable to any claim or assessment in respect of any Taxes with any Governmental Body or otherwise;
Neither Scitex. Vision nor its subsidiaries own any real property or any interest in real property, except as set forth in Part 2.8(b) of the Scitex Vision Disclosure Schedule.
Neither Scitex. Vision or its subsidiaries nor, to the best knowledge of Scitex Vision, any of their respective directors, officers or employees, has received any claim, notice or other communication (written, oral or otherwise) alleging, or has any other reason to believe, that Scitex Vision or its subsidiaries has violated or by conducting its business as currently conducted or as proposed to be conducted, would violate, infringe, interfere with or constitute EXECUTION COPY an appropriation of any Intellectual Property or other rights of any other Person. Neither Scitex Vision or its subsidiaries nor, to the best knowledge of Scitex Vision, any of their respective directors, officers or employees, has received notice in the past four years nor is it otherwise aware of any infringement of or conflict with asserted rights of others, with respect to any of SV Intellectual Property, or of any facts, o r assertion of any facts, which would render any of SV Intellectual Property invalid or unenforceable.
Neither Scitex. Vision nor its subsidiaries has given any guarantee, indemnity or security for, or otherwise agreed to become directly or contingently liable for, any obligation of any other individual or entity, except in its ordinary course of business, and to the best of its EXECUTION COPY knowledge, no individual or entity has given any guaranty of or security for any of Scitex Vision’s or its subsidiaries obligations.
