Title to Assets, Patents. Except as set forth on EXHIBIT 6.07 attached hereto, the Company and each of its Subsidiaries has good and marketable title in fee to such of its fixed assets as are real property, and good and merchantable title to all of its other assets, now carried on its books including those reflected in the most recent balance sheet of the Company included in the Financial Statements, or acquired since the date of such balance sheet (except personal property disposed of since said date in the ordinary course of business), free of any mortgages, pledges, charges, liens, security interests or other encumbrances. Except as set forth on EXHIBIT 6.07, the Company and each of its Subsidiaries enjoys peaceful and undisturbed possession under all leases under which it is operating, and all of said leases are valid and subsisting and in full force and effect. Except as set forth on EXHIBIT 6.07, the Company and each of its Subsidiaries owns or has a valid right to use the patents, patent rights, licenses, permits, trade secrets, trademarks, trademark rights, trade names or trade name rights or franchises, copyrights, inventions and intellectual property rights being used to conduct its business as now operated and as now proposed to be operated; and the conduct of its business as now operated and as now proposed to be operated does not and will not conflict with valid patents, patent rights, licenses, permits, trade secrets, trademarks, trademark rights, trade names or trade name rights or franchises, copyrights, inventions and intellectual property rights of others. Except as set forth on EXHIBIT 6.07, neither the Company nor any of its Subsidiaries has any obligation to compensate any Person for the use of any such intellectual property rights nor has the Company or any of its Subsidiaries granted to any Person any license or other rights to use in any manner any of such intellectual property rights.
Title to Assets, Patents. (a) The Company has good and marketable title in fee to such of its fixed assets, if any, as are real property, and good and marketable title to all of its other assets and properties, free of any mortgages, pledges, charges, Liens, security interests or other encumbrances of any kind, except for those disclosed on Exhibit 3.19. The Company enjoys peaceful and undisturbed possession under all leases under which it is operating, and all said leases are valid and subsisting and in full force and effect.
Title to Assets, Patents. (a) Other than any lien in respect of current taxes not yet due and payable, and (b) liens and encumbrances which do not in any case individually or in the aggregate materially detract from the value of the property subject thereto or materially impair the operations of the Company, and which have arisen in the ordinary course of business and shall be removed within a reasonable period, the Company has good and marketable title in fee to such of its fixed assets, if any, as are real property, and good and marketable title to all of its other assets and properties, free of any Liens of any kind, except for those disclosed on Section 3.19 of the Disclosure Schedule. The Company enjoys peaceful and undisturbed possession under all leases under which it is operating, and all said leases are valid and subsisting and in full force and effect.
Title to Assets, Patents. (a) Each of the Subsidiaries has good and marketable title in fee to such of its fixed assets as are real property, and good and merchantable title to all of its other assets, now carried on its books, which assets consist of those reflected in the GCI Financial Statements or acquired since the date of such balance sheet (except personal property disposed of since said date in the ordinary course of business) free of any mortgages, pledges, charges. liens, security interests or other encumbrances. Each of the Subsidiaries enjoys peaceful and undisturbed possession under all leases under which it is operating, and all said leases are valid and subsisting and in full force and effect.
Title to Assets, Patents. 12 3.19 The Year 2000................................................................................ 12 3.20
Title to Assets, Patents. (a) The Company has good and marketable title in fee to such of its fixed assets, if any, as are real property, and good and marketable title to all of its other assets and properties, free of any mortgages, pledges, charges, liens, security interests or other encumbrances, except those occurring in the ordinary course of business and those indicated on EXHIBIT 3.18(a). The Company enjoys peaceful and undisturbed possession under all leases under which it is operating, and all said leases are valid and subsisting and in full force and effect.
Title to Assets, Patents. ChemGenics has good and merchantable title to its tangible assets. ChemGenics enjoys peaceful and undisturbed possession under all leases under which it is operating, and all said leases are valid and subsisting and in full force and effect in all material respects. ChemGenics owns or has a valid right to use the intellectual property rights being used to conduct its business; and to ChemGenics' knowledge the conduct of its business does not conflict with or infringe upon the intellectual property rights of others in any manner which is reasonably anticipated to have a material adverse effect on ChemGenics. No claim is pending or to ChemGenics' knowledge threatened against ChemGenics and/or, to ChemGenics' knowledge, its officers, employees and consultants to the effect that any such right owned or licensed by ChemGenics is invalid or subject to any claim of infringement. Within 15 days of the date hereof, ChemGenics will provide PerSeptive with a list of its patents and patent applications. ChemGenics has taken reasonable measures to protect and preserve the security, confidentiality and value of its intellectual property rights. All employees and consultants of ChemGenics involved in the design, review, evaluation or development of intellectual property rights have executed nondisclosure and assignment of inventions agreements. ChemGenics has not received notice of, and to the best of ChemGenics' knowledge after reasonable investigation, there are no claims that ChemGenics' intellectual property rights or the use or ownership thereof by ChemGenics infringes, violates or conflicts with any such right of any third party.
Title to Assets, Patents. (a) The Company and the Subsidiaries have good and marketable title in fee to their fixed assets that are real property, and good and merchantable title to all of their other significant assets, now carried on its books including those reflected in the most recent balance sheet of the Company contained in EXHIBIT 3.7 attached hereto, or acquired since the date of such balance sheet (except personal property disposed of since said date in the ordinary course of business), free of any mortgages, pledges, charges, liens, security interests or other encumbrances. The Company enjoys peaceful and undisturbed possession under all significant leases under which it is operating, and all said leases are valid and subsisting and in full force and effect.
Title to Assets, Patents. (a) Except as set forth on SCHEDULE 3.07(A) hereof, the Company has good and marketable title in fee to such of its fixed assets as are real property, and good and merchantable title to all of its other assets, now carried on its books, which assets consist of those reflected in the most recent balance sheet of the Company included as part of the Company 10-Q, or acquired since the date of such balance sheet (except personal property disposed of since said date in the ordinary course of business) free of any mortgages, pledges, charges, liens, security interests or other encumbrances.
Title to Assets, Patents. The Company has good and marketable title in fee to such of its fixed assets as are real property and purported to be owned, and good and merchantable title to all of its other assets, tangible and intangible, free of any mortgages, pledges, charges, liens, security interests or other encumbrances, except those indicated in Exhibit 3.07. The Company enjoys peaceful and undisturbed possession under all leases under which it is operating, and all said leases are valid and subsisting and in full force and effect. All of such assets and leases are listed in Exhibit 3.07. Intellectual Property Right owned or licensed by the Company, or which the Company otherwise has the right to use, is invalid or unenforceable by the Company or subject to any claim of infringement. Except pursuant to the terms of any licenses specified on Exhibit 3.07, the Company has no obligation to compensate any Person for the use of any such Intellectual Property Rights and the Company has not granted any Person any license or other right to use any of the Intellectual Property Rights of the Company or otherwise has licensed from others the intellectual property rights of third parties, whether requiring the payment of royalties or not. The Company has taken reasonable measures in accordance with industry standards to protect and preserve the security, confidentiality and value of its Intellectual Property Rights, including its trade secrets and other confidential information. All employees and consultants of the Company involved in the design, review, evaluation or development of inventions or Intellectual Property Rights have executed nondisclosure and assignment of inventions agreements in the forms attached as Exhibits B1 and B2. To the best knowledge of the Company, all trade secrets and other confidential information of the Company are presently valid and protectible and are not part of the public domain or knowledge, nor, to the best knowledge of the Company, have they been used, divulged or appropriated for the benefit of any person other than the Company or otherwise to the detriment of the Company. To the best of the Company's knowledge, no employee or consultant of the Company has used any trade secrets or other confidential or proprietary information or techniques of any other person in the course of their work for the Company or is expected to use such secrets or information or techniques when conducting the business which the Company presently intends to conduct. The Compan...
