Common use of Title; Validity; Pending Applications; Infringements, Etc Clause in Contracts

Title; Validity; Pending Applications; Infringements, Etc. (i) Except for Intellectual Property licensed to the Shareholder and/or the Corporation, the Corporation has full legal and beneficial ownership (free and clear of any and all encumbrances) of all of the Intellectual Property, and neither the Corporation nor the Shareholder has received any notice or claim (whether written, oral or otherwise) challenging the Corporation's ownership or rights in such Intellectual Property or suggesting that any other entity has any claim of legal or beneficial ownership with respect thereto. Neither the Shareholder nor the Corporation are in default under any license agreements pertaining to the Intellectual Property used in the Corporation's business and licensed to the Shareholder and/or the Corporation; all such license agreements are valid and in full force and effect, and shall continue in full force and effect as to the Corporation after Closing.

Title; Validity; Pending Applications; Infringements, Etc. (i) Except for Intellectual Property licensed to the Shareholder Shareholders and/or the Corporation, the Corporation has full legal and beneficial ownership (free and clear of any and all encumbrances) of all of the Intellectual Property, and neither the Corporation nor any of the Shareholder Shareholders has received any notice or claim (whether written, oral or otherwise) challenging the Corporation's ownership or rights in such Intellectual Property or suggesting that any other entity has any claim of legal or beneficial ownership with respect thereto. Neither the Shareholder Shareholders nor the Corporation are in default under any license agreements pertaining to the Intellectual Property used in the Corporation's business and licensed to the Shareholder Shareholders and/or the Corporation; all such license agreements are valid and in full force and effect, and shall continue in full force and effect as to the Corporation after Closing.

Title; Validity; Pending Applications; Infringements, Etc. (i) Except for Intellectual Property licensed to the Shareholder Shareholders and/or the CorporationCorporation and except as disclosed on Exhibit H, the Corporation has full legal and beneficial ownership (free and clear of any and all encumbrances) of all of the Intellectual Property, and neither the Corporation nor any of the Shareholder Shareholders has received any notice or claim (whether written, oral or otherwise) challenging the Corporation's ownership or rights in such Intellectual Property or suggesting that any other entity has any claim of legal or beneficial ownership with respect thereto. Neither the Shareholder Shareholders nor the Corporation are in default under any license agreements pertaining to the Intellectual Property used in the Corporation's business and licensed to the Shareholder Shareholders and/or the Corporation; all such license agreements are valid and in full force and effect, and shall continue in full force and effect as to the Corporation after Closing.

Title; Validity; Pending Applications; Infringements, Etc. (i) Except for Intellectual Property licensed to the Sole Shareholder and/or the Corporation, the Corporation has full legal and beneficial ownership (free and clear of any and all encumbrances) of all of the Intellectual Property, and neither the Corporation nor the Sole Shareholder has received any notice or claim (whether written, oral or otherwise) challenging the Corporation's ownership or rights in such Intellectual Property or suggesting that any other entity has any claim of legal or beneficial ownership with respect thereto. Neither the Sole Shareholder nor the Corporation are in default under any license agreements pertaining to the Intellectual Property used in the Corporation's business and licensed to the Sole Shareholder and/or the Corporation; all such license agreements are valid and in full force and effect, and shall continue in full force and effect as to the Corporation after Closing.