Patents, Trademarks, Trade Names. 38.1 With respect to Claims of patent infringement made by third persons, Telco and Carrier shall defend, indemnify, protect and save harmless the other from and against all Claims arising out of the improper combining with or use by the indemnifying Party of any Facility, apparatus, system or method provided by that Party or its subscribers in connection with the Trunks or services furnished under this Agreement.
38.2 No license under patents is granted by either Party to the other, or shall be implied or arise by estoppel with respect to any Facility, apparatus, system, or method used by either Party in connection with any Trunks or services furnished under this Agreement.
38.3 Nothing in this Agreement will grant, suggest, or imply any authority for one Party to use the name, trademarks, service marks, or trade names of the other for any purpose whatsoever, absent prior written consent of the other Party.
Patents, Trademarks, Trade Names. The Harbinger Disclosure Letter sets forth a true and complete list of (i) all patents, trademarks, trade names (including all U.S. federal and state registrations and foreign registrations and applications pertaining thereto) and registered copyrights owned by Harbinger or the Harbinger Subsidiaries (collectively, the "Harbinger Proprietary Intellectual Property") and (ii) all patents, trademarks, trade names, copyrights, technology and processes used by Harbinger or the Harbinger Subsidiaries in their respective businesses which are material to their respective businesses and are used pursuant to a license or other right granted by a third party (collectively, the "Harbinger Licensed Intellectual Property", and together with the Harbinger Proprietary Intellectual Property referred to as "Harbinger Intellectual Property"). A true and complete list of all such licenses with respect to Harbinger Licensed Intellectual Property is set forth in the Harbinger Disclosure Letter. Neither Harbinger nor any of the Harbinger Subsidiaries has granted any right, license or other interest in the Harbinger Proprietary Intellectual Property to any third party, except for end-user licenses granted by Harbinger to its customers in the ordinary course. Each of the federal, state and foreign registrations pertaining to the Harbinger Proprietary Intellectual Property is valid and in full force and effect. All required filings in association with such registrations have been properly made and all required fees have been paid. Harbinger and each of the Harbinger Subsidiaries own, or have the right to use pursuant to valid and effective agreements, all Harbinger Intellectual Property, free and clear of any lien, claim or encumbrance, and the consummation of the transactions contemplated by this Agreement will not alter or impair any such rights. No claims are pending against Harbinger or the Harbinger Subsidiaries by any person with respect to the use of any Harbinger Intellectual Property or challenging or questioning the validity or effectiveness of any license or agreement relating to the same, and to the best knowledge of Harbinger, the current use by Harbinger and the Harbinger Subsidiaries of the Harbinger Intellectual Property does not infringe on the rights of any third party. The conduct by Harbinger and the Harbinger Subsidiaries of their respective businesses, including the provision of services to customers, as currently conducted and as proposed to be conducted, doe...
Patents, Trademarks, Trade Names. The Company Disclosure Letter sets forth a true and complete list of: (i) all patents, trademarks and trade names (including all federal, state and foreign registrations pertaining thereto) and all copyright registrations owned by The Company (collectively, the "Proprietary Intellectual Property"); and (ii) all patents, trademarks, trade names, copyrights and all technology and processes used by the Company in its business which are material thereto and are used pursuant to a license or other right granted by a third party (collectively, the "Licensed Intellectual Property" and, together with the Proprietary Intellectual Property, herein referred to as "Intellectual Property"). A true and complete list of all such licenses with respect to Licensed Intellectual Property is set forth in the Company Disclosure Letter. Each of the federal, state and foreign registrations pertaining to the Proprietary Intellectual Property is valid and in full force and effect. All required filings in association with such registrations have been properly made and all required fees have been paid. The Company owns, or has the right to use pursuant to valid and effective agreements, all Intellectual Property, and the consummation of the transactions contemplated hereby will not alter or impair any such rights, except for such defects in title or other matters which in the aggregate would not have a material adverse effect on its assets, liabilities, results of operations, financial condition, business or prospects. No claims are pending against the Company by any person with respect to the use of any Intellectual Property or challenging or questioning the validity or effectiveness of any license or agreement relating to the same, and, to the best knowledge of The Company, the current use by the Company of the Intellectual Property does not infringe on the rights of any third party. The Company Disclosure Letter sets forth a list of all jurisdictions in which the Company is operating under a tradename, and each jurisdiction in which any such tradename is registered.
Patents, Trademarks, Trade Names. The Seller owns, is licensed, or otherwise has the right to use all patents, trademarks, servicemarks, trade names, and copyrights which are included in the Purchased Assets. Section 2.6 of the Seller Disclosure Schedule contains a complete and accurate list of the following Purchased Assets: (i) all issued patents, registered trademarks, registered servicemarks, registered copyrights, and all applications therefor, and (ii) all agreements relating to technology, know-how, or processes that the Seller is licensed, assignee or otherwise authorized to use by others or licenses or authorizes others to use. Except as set forth in any of such licenses or agreements, the Seller has the sole and exclusive right to use the patents, trademarks, servicemarks, trade names, copyrights, technology, know-how, and processes owned by the Seller, and to the Seller’s knowledge, no consent of any third party is required for the use thereof by the Seller upon completion of the transfer of the Purchased Assets. To the Seller’s knowledge, no claims have been asserted against the Seller by any Person in the past two (2) years challenging the Seller’s use of any such patents, trademarks, servicemarks, trade names, copyrights, technology, know-how, or processes, or challenging or questioning the validity or effectiveness of any such license or agreement. The Seller has not received any written notice in the past two (2) years alleging that the use of such patents, trademarks, servicemarks, trade names, copyrights, technology, know-how, or processes by the Seller infringes on the rights of any other person.
Patents, Trademarks, Trade Names. No claims are pending ----------------------------------- against STR by any person with respect to the use of any intellectual property including, without limitation, any patents, trademarks, trade names, copyrights and all technology and processes used by STR in its business which are material thereto, or challenging or questioning the validity or effectiveness of any license or agreement relating to the same, and the current use by STR of the intellectual property does not infringe on the rights of any third party. The STR Disclosure Letter sets forth a list of all jurisdictions in which STR is operating under a tradename, and each jurisdiction in which any such tradename is registered.
Patents, Trademarks, Trade Names. No claims are pending ----------------------------------- against the Company by any person with respect to the use of any intellectual property including, without limitation, any patents, trademarks, trade names, copyrights and all technology and processes used by the Company in its business which are material thereto, or challenging or questioning the validity or effectiveness of any license or agreement relating to the same, and the current use by the Company of the intellectual property does not infringe on the rights of any third party. The Company Disclosure Letter sets forth a list of all jurisdictions in which the Company is operating under a tradename, and each jurisdiction in which any such tradename is registered.
Patents, Trademarks, Trade Names. Action owns, or has the right to use, all trademarks and trade names, used in or necessary for the ordinary conduct of its business, and the consummation of the transactions contemplated hereby will not alter or impair the use of any such rights by Action. Action has sufficient rights to use all patents and copyrights used in or necessary for the ordinary conduct of its business without the payment of any amount to third parties, and the consummation of the transactions contemplated hereby will not alter or impair the use of any such rights by Action. All material patents, trademarks, trade names and copyrights currently used or proposed to be used by Action and all applications or registrations therefor are set forth and fully disclosed on Schedule 3.21 hereto. No claims have been asserted during the past year by any person against the use by Action of any patents, trademarks, trade names, copyrights, technology, know-how or processes used by Action, or any license or agreement related thereto, except as disclosed on Schedule 3.21, and Action's management does not know of any valid basis for any such claim.
Patents, Trademarks, Trade Names. Etc. Mighty Mack xxxs, or is licensed or otherwise has the full right to use, all patents, trademarks and trade names used in or necessary for the conduct of the business as heretofore, or as may hereafter be, conducted. Section 7.11. of the Disclosure Schedule contains an accurate and complete description of all patents, trademarks, trade names and copyrights used or proposed to be used by Mighty Mack. Xxe consummation of the transactions contemplated hereby will not alter or impair any such rights; no claims have been. asserted by any person to the use of any such patents, trademarks or trade names or challenging or questioning the validity or effectiveness of any such license or agreement, and Mighty Mack xxxs NOT KNOW OF ANY VALID BASIS FOR any such claim; and the use of such patents, trademarks, trade names or copyrights by Mighty Mack xxxs not infringe on the rights of any person.
Patents, Trademarks, Trade Names. Etc. The Disclosure Schedule sets forth a complete and correct list and summary description of all trademarks, trade names, service marks, brand names, mastheads, titles, copyrights and patents, registrations thereof and applications thereof, applicable to or used by SELLER AND CFS in the operation of the Vehicle Manufacture Business and/or CFS in the Vehicle Leasing Business, together with a complete list of all licenses granted by or to SELLER AND CFS with respect to any of the above. SELLER AND CFS has good and marketable title to all of such intangible assets owned by the SELLER and CFS, in each case free and clear of any liens, claims, charges, licenses, options or other encumbrances or rights of others of any nature whatsoever, and SELLER AND CFS has the sole ownership rights in, and exclusive right to use, such intangible assets and such assets constitute part of the Assets hereby transferred and assigned to the PURCHASER. SELLER AND CFS is not currently in receipt of any notice of any violation of, and has no reason to believe that the operations of SELLER AND CFS are violating, the rights of others in any trademark, trade name, service xxxx, copyright, masthead, title, patent, trade secret, know-how or other intangible asset.
Patents, Trademarks, Trade Names. Except as noted thereon, Schedule 3.11 lists all material patents, trademarks, service marks and trade names and all registrations and applications for registration for any of the foregoing (collectively, the "Intellectual Property Rights") owned or used (pursuant to license agreements or otherwise) in the conduct of the businesses of the Company as of the date hereof. To the Knowledge of the Company as of the date hereof and except as set forth in Schedule 3.11 hereto, the Company's use of Intellectual Property Rights does not conflict with or infringe on the rights of any third person, except for such conflicts or infringements which could not reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect (without giving effect to clause (y) of the definition thereof). Except as set forth in Schedule 3.11, the Company owns or possesses a valid license to use all Intellectual Property Rights as necessary for the present operation of its business, and the Company has no Knowledge, as of the date hereof, of (a) any infringement by third parties of the Company's rights in such Intellectual Property Rights; or (b) any claim contesting the validity or enforceability of such Intellectual Property Rights, except where the loss or expiration of the Intellectual Property Rights could not reasonably be expected to, individually or in the aggregate, have a Material Adverse Effect (without giving effect to clause (y) of the definition thereof).
