Patents, Trademarks, Authorizations, etc. The Company, ONS and their respective Subsidiaries own, possess or have the right to use (without any known conflict with the rights of others) all patents, trademarks, service marks, trade names, copyrights, licenses and authorizations which are necessary to the conduct of their respective businesses as conducted on the date hereof and which the failure to own, possess or have the right to use might result in a Material Adverse Effect.
Patents, Trademarks, Authorizations, etc. The Company and its Subsidiaries own or possess all patents, trademarks, service marks, trade names, copyrights, licenses and authorizations, and all rights with respect to the foregoing, necessary for the conduct of their respective businesses as now conducted, without any known material conflict with the rights of others.
Patents, Trademarks, Authorizations, etc. The Direct Companies own or possess all patents, trademarks, service marks, trade names, copyrights, licenses and authorizations, and all rights with respect to the foregoing, necessary for the conduct of their respective businesses as now conducted, without any known material conflict with the rights of others, other than those the failure to own or possess which would not have a material adverse effect on the Direct Companies, taken as a whole.
Patents, Trademarks, Authorizations, etc. The Borrower and each ----------------------------------------- of its Subsidiaries owns or is licensed to use all patents, trademarks, service marks, trade names, copyrights, technology, know-how and processes necessary for the conduct of its business, without any known conflict with the rights of others except to the extent that the failure to be in compliance could not reasonably be expected to have a Material Adverse Effect.
Patents, Trademarks, Authorizations, etc. The Company and its Subsidiaries own or possess all patents,
Patents, Trademarks, Authorizations, etc. Each of the Company ---------------------------------------- and its Subsidiaries owns or is licensed to use all patents, trademarks, service marks, trade names, copyrights, technology, know-how and processes necessary for the conduct of its business, without any known conflict with the rights of others except to the extent that the failure to be in compliance could not reasonably be expected to have a Material Adverse Effect. Upon the closing of the transactions under the Securities Purchase Agreement and the Related Agreements, the Company will be licensed to market under the AT&T brand name and to use the trademarks, service marks, logo and trade dress licensed thereunder for a period of not less than five years.
Patents, Trademarks, Authorizations, etc. (a) Except as described on Schedule 5.15, each of the Company and its Subsidiaries has ownership of, or license to use, all Proprietary Rights used or to be used in its business as presently conducted or contemplated by the Company. There are no claims or demands of any other person pertaining to any of such Proprietary Rights and no proceedings have been instituted, or are pending or, to the knowledge of the Company, threatened, which challenge the rights of the Company or its Subsidiaries in respect thereof. Each of the Company and its Subsidiaries has the right to use, free and clear of claims or rights of other persons, all customer lists, designs, manufacturing or other processes, computer software, systems, data compilations, research results and other information required for or incident to its products or its business as presently conducted or contemplated.
Patents, Trademarks, Authorizations, etc. The Issuer and its ---------------------------------------- Subsidiaries own, possess or have the right to use (without any known conflict with the rights of others) all franchises, patents, trademarks, service marks, trade names, copyrights, inventions, Know-how (including trade secrets and other unpatented and/or unpatentable proprietary or confidential information, systems and procedures), licenses and authorizations (collectively, "Proprietary Rights") which are necessary to the conduct of their respective business as conducted on the date hereof and as proposed to be conducted, except where the failure to so own, possess or have the right to use such Proprietary Rights would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. Each such Proprietary Right is in full force and effect, and, in the case of each such Proprietary Right, the Issuer or its Subsidiaries (whichever shall own, possess or have the right to use the same), has fulfilled and performed all of its material obligations with respect thereto, except where the failure to so be in force and effect or to so fulfill and perform such obligations would not, individually in the aggregate, reasonably be expected to have a Material Adverse Effect. The Issuer has nor received any notice and is otherwise unaware of any infringement of or conflict with asserted rights of others with respect to any Proprietary Right, or of any facts which would render any Proprietary Right invalid or inadequate to protect the interest of the Issuer or any of its Subsidiaries therein, and which infringement or conflict (if the subject of any unfavorable decision, ruling or finding) or invalidity or inadequacy, in the aggregate, would result in a Material Adverse Effect. To the best knowledge of the Issuer, there is no material violation by any person of any right of the Issuer or any of its Subsidiaries with respect to any of their Proprietary Information.
Patents, Trademarks, Authorizations, etc. The Company and each of its Subsidiaries have ownership of, or license to use, all Proprietary Rights used or to be used in its business as presently conducted or contemplated by the Company or such Subsidiary. To the knowledge of the Company, there are no claims or demands of any other Person pertaining to any of the Proprietary Rights of the Company and its Subsidiaries and no proceedings have been instituted, or are pending or, to the knowledge of the Company, threatened, which challenge the rights of the Company or any such Subsidiary in respect thereof. The Company and each of its Subsidiaries have the right to use, free and clear of claims or rights of other Persons (other than in respect of rights of licensors or lessors), all customer lists, designs, manufacturing or other processes, computer software, systems, data compilations, research results and other information required for or incident to its products or its business as presently conducted or contemplated. All Patents, Trademarks and Copyrights which are owned by or licensed to the Company or any of its Subsidiaries or used or to be used by the Company or any of its Subsidiaries in their business as presently conducted or contemplated by the Company or the Subsidiary, as the case may be, and all other licenses constituting Proprietary Rights which are material to the business or operations of the Company or its Subsidiaries and/or have material value to the Company and/or its Subsidiaries, are listed on Schedule 5.13(b). Except as set forth on Schedule 5.13(b), all of such Patents, Trademarks and Copyrights which are owned by and material to the Company or its Subsidiaries have been duly registered in, filed in or issued by the United States Patent and Trademark Office, the United States Register of Copyrights, or the corresponding offices of other jurisdictions as identified on said Schedule, and have been properly maintained and renewed in accordance with all applicable provisions of law and administrative regulations of the United States and each such jurisdiction. All licenses or other agreements under which the Company or its Subsidiaries are granted Proprietary Rights which are material to the business or operations of the Company or its Subsidiaries are listed on Schedule 5.13(c), other than generally commercially available third party software that has not been materially modified by the Company, for which the Company can freely assign its rights to a successor of the Company that is...
Patents, Trademarks, Authorizations, etc. After giving effect to the Acquisition, each of the GMH Companies will own, possess or be licensed or otherwise have the full right to use, all patents, trademarks, service marks, trade names, copyrights, licenses, authorizations, technology, know-how and processes, and all rights with respect to the foregoing, necessary for the conduct of its business, without any known conflict with the rights of others.
