Intangible Assets Sample Clauses

Intangible Assets. 15 SECTION 3.9

Intangible Assets. The Borrower and its Subsidiaries own, or possess the right to use, all trademarks, trade names, copyrights, patents, patent rights, franchises, licenses and other intangible assets that are used in the conduct of their respective businesses as now operated, and none of such items, to the best knowledge of Borrower, conflicts with the valid trademark, trade name, copyright, patent, patent right or intangible asset of any other Person to the extent that such conflict has a Material Adverse Effect.

Intangible Assets. (a) The Companies holds all copyrights, trademarks, trade names, and patents and applications therefor and other Intangible Assets owned by the Companies and all licenses or agreements under which any Company has granted or received the right to use any of the foregoing, which are listed in Schedule 3.19(a). The Intangible Assets set forth on Schedule 3.19(a) constitutes all the Intangible Assets rights used in and/or necessary to the conduct of the Business as it is currently conducted, and as it is currently planned or contemplated to be conducted by Sellers prior to the Closing and, to the Knowledge of Seller, by Purchaser following the Closing. Sellers, whether as licensees or owners, have rights to all Intangible Assets required for use in connection with the Business. (b) No proceedings have been instituted or are pending or threatened which challenge the validity of or otherwise adversely affect the ownership or use by the Companies of such Intangible Assets listed in Schedule 3.19(a). The Companies’ use of such Intangible Assets does not infringe upon the intellectual property rights of any third parties and there is no infringing use by any other Person of such Intangible Assets listed in Schedule 3.19(a). The Companies owns (or possesses adequate and enforceable licenses or other rights to use) all Intangible Assets and other proprietary rights now used in the conduct of Companies’ Business and has not received any notice (or otherwise aware) of conflict with the asserted rights of any Person. Immediately after the Closing, Purchaser will own all of the Intangible Assets included in the Assets and will have a right to use all other Intangible Assets, on the same terms and conditions as in effect prior to the Closing. (c) Except as set forth on Schedule 3.19(c), the Intangible Assets of Sellers is fully assignable free and clear of any Encumbrances other than Permitted Encumbrances. Except as set forth on Schedule 3.9(c), Sellers do not use any Intangible Assets by consent of any other Person and is not required to and does not make any payments to others with respect thereto. Except as set forth in Schedule 3.9(c), Sellers have obtained any Consent necessary for the assignment of Sellers’ rights in any Intangible Assets that they use or access pursuant to the terms of any license that is not by its terms assignable by Sellers to Purchaser hereunder without consent by a third party.

Intangible Assets. Each of the Borrower and the Subsidiaries possesses all patents, trademarks, service marks, trade names, and copyrights, and rights with respect to the foregoing, necessary to conduct its business as now conducted and as proposed to be conducted, without any conflict with the patents, trademarks, service marks, trade names, and copyrights and rights with respect to the foregoing, of any other Person.

Intangible Assets. 5,265 Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 99,075 Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6,118,520 CONTINUED ON NEXT PAGE LIABILITIES

Intangible Assets. 5,179 Other assets............................................................................................. 104,101 Total assets............................................................................................. 6,445,094 CONTINUED ON NEXT PAGE LIABILITIES Deposits: In domestic offices...................................................................................... 4,574,509 Noninterest-bearing..................................................... 992,436 Interest-bearing........................................................ 3,582,073 Federal funds purchased and Securities sold under agreements to repurchase............................... 344,719 Demand notes issued to the U.S. Treasury................................................................. 83,802 Trading liabilities (from Schedule RC-D)................................................................. 0 Other borrowed money:.................................................................................... /////// With original maturity of one year or less.......................................................... 860,000 With original maturity of more than one year........................................................ 43,000 Bank's liability on acceptances executed and outstanding................................................. 0 Subordinated notes and debentures........................................................................ 0 Other liabilities (from Schedule RC-G)................................................................... 80,279 Total liabilities........................................................................................ 5,986,309 EQUITY CAPITAL

Intangible Assets. 64 4.9 Public Utility Holding Company Act............. 64 4.10 Litigation..................................... 64 4.11 Binding Obligations............................ 65 4.12

Intangible Assets. Borrower and its Subsidiaries own, or possess the right to use, all trademarks, trade names, copyrights, patents, patent rights, franchises, licenses and other intangible assets that are used in the conduct of their respective businesses as now operated or could obtain such right without causing a Material Adverse Effect, and none of such items, to the best knowledge of Borrower, conflicts with the valid trademark, trade name, copyright, patent, patent right or intangible asset of any other Person to the extent that such conflict has or could reasonably be expected to have a Material Adverse Effect.

Intangible Assets. Borrower and its Subsidiaries own, or possess the right to use to the extent necessary in their respective businesses, all material trademarks, trade names, copyrights, patents, patent rights, computer software, licenses and other Intangible Assets that are used in the conduct of their businesses as now operated, and no such Intangible Asset, to the best knowledge of Borrower, conflicts with the valid trademark, trade name, copyright, patent, patent right or Intangible Asset of any other Person to the extent that such conflict could reasonably be expected to have a Material Adverse Effect. Schedule 4.8 sets forth all patents, patent applications, trademarks, trade names and trade styles used by Borrower or any of its Subsidiaries at any time within the five (5) year period ending on the Closing Date.