OWNERSHIP OF ASSETS; TRADEMARKS, PATENTS. Schedule 2.11 hereto sets forth a true and complete list of all personal property owned by Solovision with a value greater than $5,000. Except as set forth in Schedule 2.11, Solovision owns outright, and has good and marketable title to all of its assets, properties and businesses (including all assets reflected in the Solovision Balance Sheet, except as the same may have been disposed of in the ordinary and usual course of business since the Solovision Balance Sheet Date), free and clear of all liens, mortgages, pledges, claims, conditional sales agreements, restrictions on transfer or other encumbrances or charges whatsoever. Schedule 2.11 sets forth a true and complete list and brief description of all patents, copyrights, trademarks, trade names or other similar intangible assets that are owned by Solovision or in which Solovision has an interest. Except as set forth in Schedule 2.11, no other person, firm or corporation has any proprietary or other interest in any such intangible assets. Such assets so owned are sufficient to permit Solovision to conduct its business as now conducted. Except as set forth in Schedule 2.11, Solovision is not a party to or bound by any license or agreement requiring the payment to any person, firm or corporation of any royalty. Solovision is not infringing upon any patent, copyright, trade name or trademark or otherwise is violating the rights of any third party with respect thereto, and no proceedings have been instituted and no claim has been received by Solovision alleging any such violation.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Ocean Optique Distributors Inc), Agreement and Plan of Merger (Ocean Optique Distributors Inc), Agreement and Plan of Merger (Wildstein Leon)
