Trademarks, Trade Names and Copyrights. Except as disclosed on SCHEDULE 5.9 or included in Excluded Assets, no Consolidated Entity or Non-Consolidated Entity owns or uses any patent, patent right or copyright that is material to the operation of the Systems, and none of the Consolidated Entities or Non-Consolidated Entities is a party to any patent or copyright license or royalty agreement that is material to its operation of the Systems, except for software licenses, licenses in respect of program material and obligations under the Copyright Act applicable to cable television systems generally. Except as disclosed on SCHEDULE 5.9, the Consolidated Entities and the Non-Consolidated Entities possess or have the right to use, and as of the Closing Date Cable Sub and its Subsidiaries will possess or have the right to use, all Intangibles used in the operation and conduct of the business of the Systems without any conflicts with the rights of others that, individually or in the aggregate, would have a Material Adverse Effect. With respect to the Intangibles, either (i) as of the date hereof, the Consolidated Entities and the Non-Consolidated Entities own, and, as of the Closing Date, Cable Sub and its Subsidiaries will own, such Intangibles, free and clear of all Encumbrances, except for Permitted Encumbrances and Encumbrances listed on EXHIBIT C (which Encumbrances listed on EXHIBIT C will be released prior to the Closing), or (ii) as of the date hereof, the Consolidated Entities and the Non-Consolidated Entities have, and, as of the Closing Date, Cable Sub and its Subsidiaries will have, the valid and enforceable right to use such Intangibles. None of the Consolidated Entities or Non-Consolidated Entities is aware that it is infringing upon or otherwise acting adversely to any trademarks, trade names, copyrights, patents, patent applications, know-how, methods or processes owned by any other Person, and there is no claim or action pending, or to the knowledge of any of the Consolidated Entities or Non-Consolidated Entities, threatened, with respect thereto, except for any infringement, claims or actions that would not, individually or in the aggregate, have a Material Adverse Effect.
Trademarks, Trade Names and Copyrights. Schedule 3.9 is a true and complete list of all copyrights, trademarks, trade names, licenses, patents, permits, jingles, privileges and other similar intangible property rights and interests (exclusive of those required to be listed in Schedule 3.4) applied for, issued to or owned by Seller, or under which Seller is licensed or franchised, and used in the conduct of the business or operations of the Station, all of which are valid and in good standing and, to Seller's knowledge, uncontested. Seller has delivered to Buyer copies of all documents establishing such rights, licenses, or other authority. Seller is not aware that it is infringing upon or otherwise acting adversely to any trademarks, trade names, copyrights, patents, patent applications, know-how, methods, or processes owned by any other person or persons, and there is no claim or action pending, or to the knowledge of Seller threatened, with respect thereto.
Trademarks, Trade Names and Copyrights. (a) It shall be a condition to the grant of rights herein that:
(i) CMC shall not delete any copyright notice or other notice which Company includes in any Music Video.
(b) CMC is hereby granted a nonexclusive license to use the trademarks, trade names, logos and copyrights of the Company reproduced in the Music Video solely for the purpose of describing and promoting the Music Video in the promotional material of CMC and its distributors.
Trademarks, Trade Names and Copyrights. Schedule 3.9 is a true and complete list of all copyrights, trademarks, trade names, licenses, patents, permits, jingles, privileges and other similar intangible property rights and interests (exclusive of those required to be listed in Schedule 3.4) applied for, issued to or owned by Seller, or under which Seller is licensed or franchised, and used or useful in the conduct of the business or operations of the Station, all of which are valid and in good standing and uncontested. Seller has delivered to Buyer copies of all documents establishing such rights, licenses, or other authority. Seller is not aware that it is infringing upon or otherwise acting adversely to any trademarks, trade names, copyrights, patents, patent applications, know-how, methods, or processes owned by any other person or persons, and there is no claim or action pending, or to the knowledge of Seller threatened, with respect thereto.
Trademarks, Trade Names and Copyrights. SCHEDULE 2.9 is a true and complete list of all copyrights, trademarks, service marks, trade names, licenses, patents, permits, jingles, privileges and other intangible property rights and interests applied for, issued to or owned by the Company, or under which the Company is licensed or franchised, and used in the conduct of the business or operations of the Station (collectively the "Intellectual Property"). Except as set forth on SCHEDULE 2.9, the Company is the sole and exclusive owner of the Intellectual Property, free and clear of any claims, liens, security interests, licenses, sublicenses, charges or encumbrances. The Company and Selling Shareholders have no Knowledge that any infringement is occurring to any of the Intellectual Property identified on SCHEDULE 2.9. The Company and Selling Shareholders have no Knowledge that the Company is infringing upon any trademarks, service marks, trade names, copyrights, patents, patent applications, know-how, methods, or processes owned by any other person or persons, and there is no claim or action pending or, to the Knowledge of the Company and Selling Shareholders, threatened with respect thereto.
Trademarks, Trade Names and Copyrights a. In the promotion of its business, during the term of this Agreement, AT&T may advertise the availability of Material purchased from Supplier, provided Supplier shall first be provided an opportunity to review the promotional material and provide any reasonable corrections as needed, any such response not to be unreasonably delayed or conditioned. For this purpose, Supplier grants AT&T a non-exclusive, royalty-free, limited license to use Supplier’s regular trade names and trademarks (the “Trademarks”) in such advertising, provided that AT&T displays the symbol “™” adjacent to each unregistered Trademark and “®” adjacent to each registered Trademark the first time such Trademark is used. Supplier must advise AT&T in writing as to the appropriate symbol to use and its applicable registered and unregistered Trademarks. AT&T agrees to retain Supplier’s legends, Trademarks, logos, tags, proprietary notices and other identifying marks on all Material and promotional literature relating thereto supplied by Supplier hereunder and will not use Supplier’s corporate name, Trademarks or copyright legends in connection with any products or material not provided by Supplier or in any way which might result in confusion as to Supplier and AT&T being separate and distinct entities.
b. AT&T acknowledges and agrees that Supplier is the exclusive owner of its Trademarks and that the use thereof hereunder will not create in AT&T any right, title or interest therein or thereto and all goodwill associated with such use shall inure to the benefit of Supplier.
Trademarks, Trade Names and Copyrights. Digital River agrees that each Site will include the proper trademarks, logos and trade names, for Symantec and if applicable, for the Partner, as indicated in the SIF for the Partner, all pursuant to the requirements of Sections D of the Agreement in the same manner as applied to the Storefront; provided however, no identification shall be made with “Symantec Online Store.” Digital River may rely upon Symantec’s presentation of the SIF as a warranty by Symantec that Symantec has obtained the necessary rights to permit Digital River to use the Partner’s copyrights, trademarks and other intellectual property to permit Digital River to create and run the Site. Symantec will indemnify Digital River, pursuant to Section I(2), for its failure to obtain adequate rights in this regard.
Trademarks, Trade Names and Copyrights. Schedule 3.9 is a true and complete list of all Intangibles (exclusive of those required to be listed in Schedule 3.4) all of which are valid and in good standing and uncontested. Seller has delivered to Buyer copies of all documents establishing the Intangibles. Seller is not aware that it is infringing upon or otherwise acting adversely to any trademarks, trade names, copyrights, patents, patent applications, know-how, methods, or processes owned by any other person or persons, and there is no claim or action pending, or to the knowledge of Seller threatened, with respect thereto. The Intangibles listed on Schedule 3.9 comprise all intangible property interests necessary to conduct the business and operations of the Stations as now conducted.
Trademarks, Trade Names and Copyrights. Schedule 3.9 is a true and complete list of all copyrights, trademarks, trade names, licenses, patents, permits, jingles, privileges and other similar intangible property rights and interests (exclusive of those required to be listed in Schedule 3.4) applied for, issued to or owned by Seller, or under which Seller is licensed or franchised, and used or useful in the conduct of the business or operations of the Station,
Trademarks, Trade Names and Copyrights. SCHEDULE 5.9 contains a -------------------------------------- true and complete list of all material trade names used by TCI in its operation of the TCI Systems. Except as disclosed on SCHEDULE 5.9, TCI does not own or use any patent, patent right, or copyright that is material to the operation of any TCI System and TCI is not a party to any patent or copyright license or royalty agreement with respect to its operation of any TCI System, except for software licenses, licenses in respect of program material and obligations under the Copyright Act of 1976 applicable to cable television systems generally. Except as disclosed on SCHEDULE 5.9, TCI possesses or has the right to use all Intangibles used in the operation and conduct of the business of the TCI Systems without any conflicts with the rights of others that, individually or in the aggregate, would have a System Material Adverse Effect. All of the Intangibles are (a) either owned as of the date of this Agreement by the TCI Subsidiaries or will as of the Closing Date be owned by TCI, L.P. free and clear of all Encumbrances, except for Permitted Encumbrances or (b) as of the date of this Agreement the TCI Subsidiaries have and as of the Closing Date TCI, L.P. will have the valid and enforceable right to use such Intangibles. TCI is not aware that any of the TCI Subsidiaries or TCI, L.P. is infringing upon or otherwise acting adversely to any trademarks, trade names, copyrights, patents, patent applications, know-how, methods or processes owned by any other person or persons, and there is no claim or action pending, or to the knowledge of TCI, threatened, with respect thereto, except for any infringement, claims or actions that would not have a System Material Adverse Effect.
