Common use of Product Related Intellectual Property Clause in Contracts

Product Related Intellectual Property. (i) Novartis owns or possesses adequate licenses or other valid rights to use all Patents, patent applications, patent rights, Trademarks, trademark rights, trade names, trade dress, trade name rights, copyrights and copyright registrations and applications, copyright rights, service marks, trade secrets, applications for trademarks and for service marks, know-how and other proprietary rights and information used or held for use in connection with the Products that are necessary to permit Novartis to discharge its obligations under this Agreement with respect to the Products, including, without limitation, granting the rights and licenses granted to Reliant under this Agreement (collectively, the “Novartis IP”), free and clear of any liens, licenses, obligations, transfer agreements, transfer restrictions, enforceable claims, royalties or encumbrances that would prevent Novartis from discharging its obligations under this Agreement for the Products, and (ii) Novartis is unaware of any assertion or claim challenging the ownership, use or validity of any of the foregoing. Any licenses associated with the Novartis IP are valid and binding and are enforceable in accordance with their respective terms, and there are no material breaches or defaults thereunder. To the extent that any of the Patents and Trademarks are not owned by Novartis, such Patents and Trademarks are owned by an Affiliate of Novartis, and Novartis licenses or has the right to use such Patents and Trademarks from such Affiliate of Novartis. Novartis will not take any action to terminate, and Novartis will prevent its Affiliates from taking any action to terminate, any license or grants of rights from an Affiliate of Novartis to Novartis with respect to the Patents and Trademarks. Novartis has the right to grant to Reliant all of the rights and licenses granted to Reliant under this Agreement.