Common use of Patents and Other Intangible Assets Clause in Contracts

Patents and Other Intangible Assets. The Company (1) owns or has the right to use, free and clear of all liens, claims and restrictions, all patents, trademarks, service marks, trade names, copyrights (and licenses with respect to the foregoing) used in the conduct of its business, to the best of the Company's knowledge, as now conducted or as proposed to be conducted without infringing upon or otherwise unlawfully and adversely affecting the right or claimed right of any person under or with respect to any of the foregoing; and (2) is not obligated or under any liability whatsoever to make any payments by way or royalties, fees or otherwise to any owner or licensor of, or other claimant to, any patent, trademark, trade name, copyright or other intangible asset, with respect to the use thereof or in connection with the conduct of its business or otherwise. The Company has not granted any licenses with respect to any of the foregoing except for licenses granted in the ordinary course of business in connection with the sale of the Company's products and services. The Company owns and has the unrestricted right to use all trade secrets, including know-how, inventions, designs, processes, and technical data required for, or incident to, the development, manufacture, operation, and sale of all products and services sold or proposed to be sold by the Company, free and clear of any rights, liens or claims of others, including without limitation, all current and former employees, consultants, officers, directors and shareholders of the Company, and (to the best of the Company's knowledge) the former employers of any such person.

Patents and Other Intangible Assets. The (a) To the knowledge of the Company, the Company (1i) owns or has the right to use, pursuant to a valid license, sublicense, agreement, or permission, free and clear of all liens, claims and restrictionsLiens, all patents, trademarks, service marks, trade names, copyrights (copyrights, licenses and licenses rights with respect to the foregoing) foregoing used in or necessary for the conduct of its business, to the best of the Company's knowledge, their businesses as now conducted or as proposed to be conducted without infringing upon or otherwise unlawfully and acting adversely affecting to the right or claimed right of any person Person under or with respect to any of the foregoing; and . (2b) is not obligated or under any liability whatsoever to make any payments by way or royalties, fees or otherwise to any owner or licensor of, or other claimant to, any patent, trademark, trade name, copyright or other intangible asset, with respect to To the use thereof or in connection with the conduct of its business or otherwise. The Company has not granted any licenses with respect to any of the foregoing except for licenses granted in the ordinary course of business in connection with the sale knowledge of the Company's products and services. The , the Company owns and has the unrestricted right to use all trade secrets, if any, including know-how, negative know-how, application know-how, formulas, patterns, programs, devices, methods, techniques, inventions, designs, processes, computer programs, logos, manufacturing, engineering, drawings, engineering specifications, production standards, practices and promotional literature and advertising and technical data and all information that derives independent economic value, actual or potential, from not being generally known or known by competitors (collectively, “Intellectual Property”) required for, for or incident to, to the development, manufacture, operation, operation and sale of all products and services sold or proposed to be sold by the Company, free and clear of any rightsright, liens Lien or claims claim of others, including . All Intellectual Property can and will be transferred by the Company to the Purchaser as a result of this Agreement and without limitation, all current and former employees, consultants, officers, directors and shareholders the consent of any Person other than the Company, and (to the best of the Company's knowledge) the former employers of any such person.