Common use of Patents and Other Intangible Assets Clause in Contracts

Patents and Other Intangible Assets. (a) The Company (i) to the best of its knowledge, owns or has the right to use, free and clear of all liens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and other intellectual property rights used in the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best of its knowledge, infringing upon or otherwise acting adversely to the right or claimed right of any person under or with respect to any of the foregoing, and (ii) is not obligated or under any liability whatsoever to make any payments by way of royalties, fees or otherwise to any owner of, licensor of, or other claimant to, any patent, trademark, tradename, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 2 contracts

Samples: Preferred Stock Purchase Agreement (Americas Power Partners Inc), Preferred Stock Purchase Agreement (Americas Power Partners Inc)

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Patents and Other Intangible Assets. (a) The Except as set forth in Schedule 2.16 or as disclosed in the Memorandum, the Company (i) to the best of its knowledge, owns or has the right to use, free and clear of all liensLiens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and other intellectual property rights with respect to the foregoing used in or necessary for the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best of its knowledge, without infringing upon or otherwise acting adversely to the right or claimed right of any person Person under or with respect to any of the foregoing, foregoing and (ii) is not obligated or under any liability whatsoever to make any payments by way of royalties, fees or otherwise to any owner of, or licensor of, or other claimant to, any patent, trademark, tradenameservice mxxx, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 2 contracts

Samples: Agreement of Merger And (Agronix Inc), Agreement of Merger And (Western Exploration Inc.)

Patents and Other Intangible Assets. (a) The Company and each Company Subsidiary (i) to the best of its knowledge, owns or has the right to use, free and clear of all liensLiens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and other intellectual property rights with respect to the foregoing, if any, used in or necessary for the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best knowledge of its knowledgethe Company, infringing upon or otherwise acting adversely to the right or claimed right of any person Person under or with respect to any of the foregoing, foregoing and (ii) is not obligated or under any liability whatsoever to make any payments by way of royalties, fees or otherwise to any owner of, or licensor of, or other claimant to, any patent, trademark, tradenameservice mxxx, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (U.S. Gold Corp.)

Patents and Other Intangible Assets. (a) The Except as set forth on Schedule 4.10(e) of the Company Disclosure Schedule, the Company (i) to the best of its knowledge, owns or has the right to use, free and clear of all liens, claims and restrictionsLiens, all patents, trademarks, service marks, trade names, copyrights, licenses and other intellectual property rights with respect to the foregoing used in or necessary for the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best of its knowledge, without infringing upon or otherwise acting adversely to the right or claimed right of any person Person under or with respect to any of the foregoing, foregoing and (ii) is not obligated or under any liability whatsoever obligation to make any payments by way of royalties, fees or otherwise to any owner of, or licensor of, or other claimant to, any patent, trademark, tradenameservice mxxx, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Becoming Art Inc)

Patents and Other Intangible Assets. (a) The Except as set forth in Schedule 2.15 or as disclosed in the Memorandum, the Company (i) to the best of its knowledge, owns or has the right to use, free and clear of all liensLiens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and other intellectual property rights with respect to the foregoing used in or necessary for the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best of its knowledge, without infringing upon or otherwise acting adversely to the right or claimed right of any person Person under or with respect to any of the foregoing, foregoing and (ii) is not obligated or under any liability whatsoever to make any payments by way of royalties, fees or otherwise to any owner of, or licensor of, or other claimant to, any patent, trademark, tradenameservice mxxx, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Agreement of Merger and Plan (Wildon Productions Inc)

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Patents and Other Intangible Assets. (a) The Company NeighborhoodFind (i) to the best of its knowledge, owns or has the right to use, free and clear of all liensLiens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrightscopyrights and licenses set forth in Annex 2.13(4) or otherwise, licenses and other intellectual property rights with respect to the foregoing, used in or necessary for the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best of its knowledge, without infringing upon or otherwise acting adversely to the right or claimed right of any person Person under or with respect to any of the foregoing, foregoing and (ii) is not obligated or under any liability whatsoever to make any payments by way of royalties, fees or otherwise to any owner of, or licensor of, or other claimant to, any patent, trademark, tradenameservice mark, trade name, copyright or other intangible asset, with respect to the tx xxe use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Monsterdaata Com Inc)

Patents and Other Intangible Assets. (a) The Company To the knowledge of VWI and WAR, VWI (i) to the best of its knowledge, owns or has the right to use, free and clear of all liensLiens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and other intellectual property rights with respect to the foregoing (collectively, “Intellectual Property”) used in or necessary for the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best of its knowledge, without infringing upon or otherwise acting adversely to the right or claimed right of any person Person under or with respect to any of the foregoing, foregoing and (ii) is not obligated or under any liability whatsoever to make any payments by way of royalties, fees or otherwise to any owner of, or licensor of, or other claimant to, any patent, trademark, tradenameservice xxxx, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Share Exchange and Reorganization Agreement (Concrete Leveling Systems Inc)

Patents and Other Intangible Assets. (a) The Except as set forth in the Disclosures or in Schedule 2.16, the Company (i) to the best of its knowledge, owns or has the right to use, free and clear of all liensLiens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights, licenses and other intellectual property rights with respect to the foregoing used in or necessary for the conduct of its business as now conducted or as proposed to be conducted (the "Proprietary Information") without, to the best of its knowledge, without infringing upon or otherwise acting adversely to the right or claimed right of any person Person under or with respect to any of the foregoing, foregoing and (ii) is not obligated or under any liability whatsoever to make any payments by way of royalties, fees or otherwise to any owner of, or licensor of, or other claimant to, any patent, trademark, tradenameservice xxxx, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise.

Appears in 1 contract

Samples: Agreement of Merger And (Windy Creek Developments, Inc.)

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