Patents, Licenses, etc. The Company or one of its Subsidiaries owns, free and clear of all encumbrances, restrictions, liens, security interests and charges, and have good and marketable title to, or hold adequate licenses or otherwise possess all such rights as are necessary to use all patents (and applications therefor), patent disclosures, trademarks, service marks, trade names, copyrights (and applications therefor), inventions, discoveries, processes, know-how, scientific, technical, engineering and marketing data, formulae and techniques used or proposed to be used, in or necessary for the conduct of its business as now conducted or as proposed to be conducted (collectively, "Intellectual Property"). Neither the Company nor any of its Subsidiaries has received notice nor otherwise has reason to know of any conflict or alleged conflict with the rights of others pertaining to the Intellectual Property described in this Section 4.17 where the effect of such conflict could have a Material Adverse Effect. To the Company's best knowledge, the Company's business, as presently conducted and as proposed to be conducted, does not infringe upon or violate any patent rights or trade secrets of others. To the Company's best knowledge, the Company and its Subsidiaries have the right to use all trade secrets, processes, customer lists and other rights incident to their respective businesses as now conducted or as proposed to be conducted. To the Company's best knowledge, no employee of the Company or any of its Subsidiaries has violated any employment agreement or proprietary information agreement which he had with a previous employer or any patent policy of such employer, or is a party to or threatened by any litigation concerning any patents, trademarks, trade secrets, service names, trade names, copyrights, licenses and the like.
Patents, Licenses, etc. The Borrower shall not sell or transfer any material licenses, copyrights, patents, permits, applications, reports, authorizations, easements and other rights necessary for the conduct of its business, the termination of which would have a Material Adverse Effect. Borrower shall not forfeit or allow to lapse any rights under any patent, copyright or license, the loss of which would have a Material Adverse Effect.
Patents, Licenses, etc. Except for those matters disclosed in the Public Filings, the Borrower warrants that it has all right and title to, and has maintained and caused each Subsidiary to maintain in full force and effect, all material licenses, copyrights, patents, permits, applications, reports, authorizations, easements and other rights as are necessary for the conduct of the business of Borrower and its Consolidated Subsidiaries, where the termination of such rights would have a Material Adverse Effect.
Patents, Licenses, etc. The Contributed Subsidiaries own, free and clear of all encumbrances, restrictions, liens, security interests and charges, and has good and marketable title to, or holds adequate licenses or otherwise possesses all such rights as are necessary to use all Intellectual Property. To the knowledge of ZGNA and ZBI, one or more of the Contributed Subsidiaries has the right to use the names "Zuellig Botanicals" (but not "Zuellig Botanicals Powders"), and "ZetaPharm" as a trade name or xxxx for the purposes for which they have been used in the United States. Set forth on Section 5.17 of ZGNA Disclosure Schedule is a list of the significant marks and names used by each Contributed Subsidiary. None of the Contributed Subsidiaries has received notice nor has knowledge of any conflict or alleged conflict with the rights of others pertaining to the Intellectual Property described in this Section 5.17 where the effect of such conflict could have a Subsidiary Material Adverse Effect. To ZGNA's and the Contributed Subsidiaries' best knowledge, the Contributed Subsidiaries' business, as presently conducted, and as proposed to be conducted, does not infringe upon or violate any patent rights, copyrights, marks, names, trade names or trade secrets of others. To ZGNA's and the Contributed Subsidiaries' best knowledge, the Contributed Subsidiaries have the right to use all trade secrets, processes, customer lists and other rights incident to their respective businesses as now conducted. To ZGNA's and the Contributed Subsidiaries' best knowledge, no employee of the Contributed Subsidiaries has violated any employment agreement, non-compete agreement, or proprietary information agreement which he or she had with a previous employer or other person, or any intellectual property policy of such employer, or is a party to or threatened by any litigation concerning any patents, marks, trade secrets, service names, trade names, copyrights, licenses and the like.
Patents, Licenses, etc. With the exception of the matter in "Note 8" of the 1996 Financial Statements, the Borrower shall maintain and cause each Subsidiary to maintain, in full force and effect, all material licenses, copyrights, patents, permits, applications, reports, authorizations, easements and other rights as are necessary for the conduct of its business, the termination of which would have a Material Adverse Effect. With the exception of the matter in "Note 8" of the 1996 Financial Statements, Borrower shall pay all royalties, annuities and license fees as they become due and shall not forfeit or allow to lapse any rights under any patent, copyright or license.
Patents, Licenses, etc. Except for those matters disclosed in the Public Filings, the Borrower shall maintain and cause each Subsidiary to maintain, in full force and effect, all material licenses, copyrights, patents, permits, applications, reports, authorizations, easements and other rights as are necessary for the conduct of its business, the termination of which would have a Material Adverse Effect. Except for those matters disclosed in the Public Filings, Borrower shall pay all royalties, annuities and license fees as they become due and shall not forfeit or allow to lapse any rights under any patent, copyright or license.
Patents, Licenses, etc. The Company has any and all licenses, permits, franchises or other governmental authorizations necessary for the ownership or leasing of its respective properties and the conduct of its business. The Company possesses adequate licenses, patents, patent applications, copyrights, trademarks, trademark applications, and trade names to continue to conduct its business as heretofore conducted, without any conflict with the rights of any other person or entity.
Patents, Licenses, etc. Except for those matters described in "Note 8" to the 1996 Financial Statements, the Company warrants that it has all right and title to, and has maintained and caused each Subsidiary to maintain in full force and effect, all material licenses, copyrights, patents, permits, applications, reports, authorizations, easements and other rights as are necessary for the conduct of the business of Company and its Consolidated Subsidiaries, where the termination of such rights would have a Material Adverse Effect.
Patents, Licenses, etc. The Company and each of its Subsidiaries has any and all licenses, permits, franchises or other governmental authorizations necessary for the ownership or leasing of its respective properties and the conduct of its business. The Company and each of its Subsidiaries possesses adequate licenses, patents, patent applications, copyrights, trademarks, trademark applications, and trade names to continue to conduct its business as heretofore conducted, without any conflict with the rights of any other person or entity.
Patents, Licenses, etc. The Company shall not sell or transfer any material licenses, copyrights, patents, permits, applications, reports, authorizations, easements and other rights necessary for the conduct of its business, the termination of which would have a Material Adverse Effect. Company shall not forfeit or allow to lapse any rights under any patent, copyright or license, the loss of which would have a Material Adverse Effect.
