Common use of Warranties of Title Clause in Contracts

Warranties of Title. 5.1. Zartex, Inc. represents and warrants that: (a) Software Purchaser shall receive, pursuant to this Agreement as of the Effective Date, complete and exclusive right, title, and interest in and to all tangible and intangible property rights existing in the Software, except for those matters addressed in Section 6 of this Agreement. (b) it has developed the Software entirely through its own efforts for its own account and that the Software is free and clear of all liens, claims, encumbrances, rights, or equities whatsoever of any third party. (c) the Software does not infringe any patent, copyright, or trade secret of any third party; (d) the Software is fully eligible for protection under applicable copyright law and has not been forfeited to the public domain; and that the source code and system specifications for the Software have been maintained in confidence; (e) all personnel, including employees, agents, consultants, and contractors, who have contributed to or participated in the conception and development of the Software either (1) have been party to a work-for-hire relationship with Zartex, Inc. that has accorded Zartex, Inc. full, effective, and exclusive original ownership of all tangible and intangible property arising with respect to the Software or (2) have executed appropriate instruments of assignment in favor of Zartex, Inc. as assignee that have conveyed to Zartex, Inc. full, effective, and exclusive ownership of all tangible and intangible property thereby arising with respect to the Software; (f) There are no agreements or arrangements in effect with respect to the marketing, distribution, licensing, or promotion of the Software by any independent salesperson, distributor, sublicensor, or other remarketer or sales organization.

Warranties of Title. 5.1. Zartex, Inc. x. XXXXX represents and warrants that: (a) Software Purchaser i. DNABrands shall receive, pursuant to this Agreement as of the Effective Date, complete and exclusive rightthe joint 70/30 rights, title, and interest in and to all tangible and intangible property rights existing in the Software, except for those matters addressed in Section 6 of this Agreement. (b) it xx. xx has developed the Software entirely through its own efforts for its own account and that the Software is free and clear of all liens, claims, encumbrances, rights, or equities whatsoever of any third party. (c) iii. the Software does not infringe any patent, copyright, or trade secret of any third party;. (d) iv. the Software is fully eligible for protection under applicable copyright law and has not been forfeited to the public domain; and that the source code and system specifications for the Software have been maintained in confidence;. (e) v. all personnel, including employees, agents, consultants, and contractors, who have contributed to or participated in the conception and development of the Software either (1) have been party to a work-for-hire relationship with Zartex, Inc. SANTO that has accorded Zartex, Inc. SANTO full, effective, and exclusive original ownership of all tangible and intangible property arising with respect to the Software or (2) have executed appropriate instruments of assignment in favor of Zartex, Inc. SANTO as assignee that have conveyed to Zartex, Inc. SANTO full, effective, and exclusive ownership of all tangible and intangible property thereby arising with respect to the Software; (f) vi. There are no agreements or arrangements in effect with respect to the marketing, distribution, licensing, or promotion of the Software by any independent salesperson, distributor, sublicensorsub licensor, or other remarketer or sales organization.

Warranties of Title. 5.1. Zartex, Inc. Software Patent Co represents and warrants that: (a) Software Purchaser shall receive, pursuant to this Agreement as of the Effective Date, complete and exclusive right, title, and interest in and to all tangible and intangible property rights existing in the Software, except for those matters addressed in Section 6 of this Agreement. (b) it has developed the Software entirely through its own efforts for its own account and that the Software is free and clear of all liens, claims, encumbrances, rights, or equities whatsoever of any third party. (c) the Software does not infringe any patent, copyright, or trade secret of any third party; (d) the Software is fully eligible for protection under applicable copyright law and has not been forfeited to the public domain; and that the source code and system specifications for the Software have been maintained in confidence; (e) all personnel, including employees, agents, consultants, and contractors, who have contributed to or participated in the conception and development of the Software either (1) have been party to a work-for-hire relationship with Zartex, Inc. Software Patent Co that has accorded Zartex, Inc. Software Patent Co full, effective, and exclusive original ownership of all tangible and intangible property arising with respect to the Software or (2) have executed appropriate instruments of assignment in favor of Zartex, Inc. Software Patent Co as assignee that have conveyed to Zartex, Inc. Software Patent Co full, effective, and exclusive ownership of all tangible and intangible property thereby arising with respect to the Software; (f) There Except as identified in Exhibit B hereto, there are no agreements or arrangements in effect with respect to the marketing, distribution, licensing, or promotion of the Software by any independent salesperson, distributor, sublicensor, or other remarketer or sales organization.