Ownership of Xxxxxx. Partnership Interests and the NNC ----------------------------------------------------- Interests. The Xxxxxx Entities and the NNC Entities each hereby --------- represent and warrant as to their respective interests: (i) that each of them is respectively, the record and beneficial owner of the Xxxxxx Partnership Interests and the NNC Interests, (ii) that each of them has good and marketable title to the respective Xxxxxx Partnership Interests and the NNC Interests, and (iii) that each of them has the absolute right, power and authority to sell, transfer and deliver their respective Xxxxxx Partnership Interests and the NNC Interests to Buyer, free and clear of all liens and encumbrances; (iv) that there are no options, warrants, rights of first refusal, puts, calls, commitments or other claims of ownership of any nature or any character whatsoever relating to the Xxxxxx Partnership Interests and the NNC Interests, except for certain rights of first refusal contained within the partnership agreements of certain Partnerships all of which have been waived by the respective holder thereof and which shall have no force or effect as of the Close of Escrow; and (v) that no notice to, declaration, filing or registration with, or authorization, consent or approval of, or permit from, any domestic or foreign governmental or regulatory body or authority, or any other person or entity, is necessary in connection with the execution and delivery of this Agreement by Seller and the respective partners or members and the consummation by Seller and the respective partners or members of the transactions contemplated by this Agreement.
Ownership of Xxxxxx. Xxx Xxxxx alias Xxxxxx Xxxxx alias Xxxxxx Xxxxxx: Xxxxxx Xxx Xxxxx alias Xxxxxx Xxxxx alias Xxxxxx Xxxxxx is the recorded owner of land measuring (1) 6.67 (six point six seven) decimal comprised in Sabek Dag No. 533, R.S./L.R. Dag No. 488, (2) 10.82 (ten point eight two) decimal comprised in Sabek Dag Xx. 000, X.X./L.R. Dag No. 489, and (3) 2.08 (two point zero eight) decimal in Sabek Dag No. 535, R.S./L.R. Dag No. 490, all in Mouza -Patharghata, X. X. No. 36, Police Station Rajarhat, District North 24 Parganas (collectively Eyakub’s Property).
Ownership of Xxxxxx. The Operating Company owns all of the limited liability company interests in Xxxxxx; such limited liability company interests have been duly authorized and validly issued in accordance with the limited liability company agreement of Xxxxxx and are fully paid (to the extent required by the limited liability company agreement) and nonassessable; and the Operating Company owns such limited liability company interests free and clear of all Liens (i) in respect of which a financing statement under the Uniform Commercial Code of the State of Oklahoma naming the Operating Company as debtor is on file as of a recent date in the office of the Secretary of State of the State of Delaware or (ii) otherwise known to such counsel, without independent investigation, other than Liens created pursuant to the MLP Credit Facility.
Ownership of Xxxxxx. The Operating Company owns all of the limited liability company interests in Xxxxxx; such limited liability company interests have been duly authorized and validly issued in accordance with the limited liability company agreement of Xxxxxx and are fully paid (to the extent required by the limited liability company agreement) and nonassessable (except for any assessments that may be required by the mandatory provisions of the Oklahoma Limited Liability Company Act), and the Operating Company owns such limited liability company interests free and clear of all Liens (i) in respect of which a financing statement under the Uniform Commercial Code of the State of Oklahoma naming the Operating Company as debtor is on file as of a recent date in the office of the Secretary of State of the State of Delaware or (ii) otherwise known to such counsel, without independent investigation, other than Liens created pursuant to the MLP Credit Facility.
Ownership of Xxxxxx. Xxxx Intellectual Property. The Services, Software, and Documentation are licensed, not sold. Use of the term "purchase" in conjunction with licenses of the Services, Software, and Documentation shall not imply a transfer of ownership. Except for the limited rights expressly granted by Xxxxxx.Xxxx to Customer in this Agreement, Customer acknowledges and agrees that all right, title and interest in and to all copyright, trademark, patent, trade secret, intellectual property (including without limitation algorithms, business processes, improvements, enhancements, modifications, derivative works, information collected and analyzed in connection with the Services) and other proprietary rights, arising out of or relating to the Services, the Software, the provision of the Services or Software, and the Documentation, belong exclusively to Xxxxxx.Xxxx or its suppliers or licensors. All rights, title, and interest in and to content, which may be accessed through the Services or the Software, is the property of the respective owner and may be protected by applicable intellectual property laws and treaties. This Agreement gives Customer no rights to such content, including the use of the same. Xxxxxx.Xxxx is hereby granted a royalty-free, fully-paid, worldwide, transferable, sub-licensable, irrevocable and perpetual license to use or incorporate into its products and services suggestions, enhancement requests, recommendations or other feedback provided by You or Your Users relating to the Services or Software. To clarify: this mentioned license does not extend to any data of You or Your users, but is aimed to allow us to incorporate Your feedback et al. into our products and services. All rights not expressly granted under this Agreement are reserved by Xxxxxx.Xxxx.
Ownership of Xxxxxx. To the extent the City has the legal right to do so, the City (a) will grant to Google Fiber a nonexclusive and irrevocable (during the Term of this Agreement) license to use the Draft Network Section Designs and the Network Section Designs for purposes of designing, installing, maintaining, or removing the Google Fiber Network; and (b) will provide Google Fiber with a nonexclusive license to use or share the designs for purposes unrelated to the Google Fiber Network. Google Fiber acknowledges and agrees that the City may share the Draft Network Section Designs and the Network Section Designs with potential Third-Party Users and said designs may be subject to review and comment by potential Third-Party Users, provided such review and comment does not interfere with Google Fiber's rights hereunder and does not negatively affect the review, comment, and validation process set out in Section 2.3 or the schedules set out in Section 3 and in Exhibit B.
