Common use of Proprietary Information of Third Parties Clause in Contracts

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22, no third party has claimed or, to the best knowledge of the Seller, has reason to claim that any Person employed by or consulting with the Seller ("Related Person") has (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to the best knowledge of the Seller, no Related Person has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person has violated any confidential relationship which such person may have had with any third party, in connection with the development or sale of any service of the Seller, and the Seller has no reason to believe there will be any such employment or violation.

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22To the Knowledge of the Company and the Shareholders, no third party has claimed or, to the best knowledge of the Seller, or has reason to claim that any Person employed by by, or consulting with serving as an independent contractor of, the Seller ("Related Person") Company has (i) violated or may be violating any of the terms or conditions of such person's his or her employment, non-competition or non-disclosure agreement with such third party, (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or of documentation of such third party, party or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller Company or the Shareholders which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to To the best knowledge Knowledge of the SellerCompany and the Shareholders, no Related Person person employed by or serving as an independent contractor of the Company has employed or proposes proposed to employ any trade secret or any information or documentation proprietary to any former employer employer, and to the Knowledge of the Company and the Shareholders, no Related Person person employed by, or serving as an independent contractor of, the Company has violated any confidential relationship which such person may have had with any third party, in connection with the development, manufacture or sale of any proprietary software or other product or proposed product for the development or sale of any service or proposed service of the SellerCompany, and the Seller Company has no reason to believe that there will be any such employment or violation.

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22, no No third party has claimed or, to the best knowledge of the Seller's knowledge, has reason to claim that any Person person employed by or consulting affiliated with the Seller ("Related Person") in connection with its ownership and operation of the Biotech Incubator Facility has (ia) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, (iib) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, or (iiic) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22To the Seller's knowledge, to no person employed by or affiliated with the best knowledge Seller in connection with the operation of the Seller, no Related Person Biotech Incubator Facility has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person person employed by or affiliated with the Seller in connection with the operation of the Biotech Incubator Facility has violated any confidential relationship which such person may have had with any third party, in connection with the development, manufacture or sale of any product or proposed product or the development or sale of any service or proposed service of the SellerBiotech Incubator Facility, and the Seller has no reason to believe there will be any such employment or violation.

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22To the Knowledge of Seller, ---------------------------------------- no third party has claimed or, to the best knowledge of the Seller, or has reason to claim that any Person person employed by or consulting affiliated with the Seller ("Related Person") has in connection with and during Seller's ownership and operation of the Business has: (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, ; (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, ; or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to To the best knowledge Knowledge of the Seller, no Related Person person employed by or affiliated with Seller in connection with and during Seller's ownership and operation of the Business has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person person employed by or affiliated with Seller in connection with and during Seller's ownership and operation of the Business has violated any confidential relationship which such person may have had with any third party, in connection with the development, manufacture or sale of any product or proposed product or the development or sale of any service of the Selleror proposed service, and the Seller has no reason to believe there will be any such employment or violation.

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22, no No third party has claimed in writing or, to the best knowledge Knowledge of the SellerAcquiror, has reason a valid basis to claim that any Person employed by or consulting affiliated with the Seller ("Related Person") Acquiror has (i) violated or may be is violating any of the terms or conditions of such personPerson's employment, non-competition noncompetition or non-disclosure nondisclosure agreement with such third party, (ii) disclosed or may be is disclosing or utilized or may be is utilizing any trade secret or proprietary information or documentation of such third party, or (iii) interfered or may be is interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested in writing information from the Seller Acquiror which suggests could reasonably be interpreted to suggest that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to To the best knowledge Knowledge of the SellerAcquiror, no Related Person employed by or affiliated with Acquiror has employed or proposes to employ employ, any trade secret or any information or documentation in violation of the proprietary to rights of any former employer and employer, and, to the Knowledge of Acquiror, no Related Person employed by Acquiror has violated any confidential relationship which such person Person may have had with any third party, in connection with the development, manufacture or sale of any product or proposed product or the development or sale of any service or proposed service of the Seller, Acquiror and the Seller has there is no reason to believe there will be any such employment or violation.

Proprietary Information of Third Parties. Except as disclosed on SCHEDULE 2.22, no No third party has claimed ---------------------------------------- or, to the best knowledge Knowledge of the SellerSellers, has reason to claim that any Person person employed by or consulting affiliated with the Seller ("Related Person") has Company in connection with and during the Company's ownership and operation of the Business has: (i) violated or may be violating any of the terms or conditions of such person's employment, non-competition or non-disclosure agreement with such third party, ; (ii) disclosed or may be disclosing or utilized or may be utilizing any trade secret or proprietary information or documentation of such third party, ; or (iii) interfered or may be interfering in the employment relationship between such third party and any of its present or former employees. No third party has requested information from the Seller Company which suggests that such a claim might be contemplated. Except as disclosed on SCHEDULE 2.22, to No person employed by or affiliated with the best knowledge Company in connection with and during the Company's ownership and operation of the Seller, no Related Person Business has employed or proposes to employ any trade secret or any information or documentation proprietary to any former employer and no Related Person person employed by or affiliated with the Company in connection with and during the Company's ownership and operation of the Business has violated any confidential relationship which such person may have had with any third party, in connection with the development, manufacture or sale of any product or proposed product or the development or sale of any service or proposed service of the SellerCompany, and the Seller has Sellers have no reason to believe there will be any such employment or violation.