Common use of Intangible Properties Clause in Contracts

Intangible Properties. Schedule 5.11 contains a list of all patents and applications therefor, trademarks, trademark registrations and applications therefor, trade names, service marks, copyrights, copyright registrations and applications therefor, both foreign and domestic, owned, possessed, used or held by or licensed to the Operating Company or Stellar Propane and related to the operation of the Business, and the Operating Company or Stellar Propane, as the case may be, own the entire right, title and interest in and to the same, together with the goodwill associated therewith. The Operating Company and Stellar Propane have the right to use their respective trade secrets, know-how, formulae, technical processes and information, manufacturing, testing and operating techniques and procedures, all engineering data and plans and all other data and information used in the Business or that is necessary for the Business as now conducted, without payment of any claim, charge or royalty. To the Knowledge of the Sellers, none of the items in the categories listed in the preceding sentence of this Section 5.11 is subject to any pending or threatened challenge or claim of infringement, and no impediment exists as to the Operating Company’s or Stellar Propane’s ownership or use or validity of any such item. After giving effect to the license granted pursuant to Section 8.7, all licenses granted to the Operating Company or Stellar Propane by others that are essential or useful to any part of the Business will remain unaffected as a result of the transactions contemplated by this Agreement without consent of or notice to any Person, without change in the terms or provisions thereof and without premium. Neither the Operating Company nor Stellar Propane has infringed any unexpired patent, trademark, trademark registration, trade name, copyright, copyright registration, trade secret or any other proprietary or intellectual property right of any Person in connection with the operation of the Business. Except as described in Schedule 5.11, neither the Operating Company nor Stellar Propane has given any indemnification for patent, trademark, service m▇▇▇ or copyright infringements.

Intangible Properties. (a) Schedule 5.11 2.1J hereto contains a list of all patents and applications therefor, trademarks, trademark registrations and applications therefor, trade names, service marks, copyrights, copyright registrations and applications therefor, both foreign and domestic, owned, possessed, used or held by or licensed to the Operating Company or Stellar Propane any SELLER and related to the operation of the Business, such SELLER's Business and the Operating Company or Stellar Propane, as the case may be, own such SELLER owns the entire right, title and interest in and to the same, together with the goodwill associated therewith. The Operating Company and Stellar Propane have Each SELLER has the right to use their respective and is transferring to BUYER the unrestricted right to use trade secrets, know-how, formulae, technical processes and information, manufacturing, testing and operating techniques and procedures, all engineering data and plans and all other data and information used by such SELLER in the its Business or that which is necessary for the its Business as now conducted, without payment of any claim, charge or royalty. To the Knowledge of the Sellers, none None of the items in the categories listed in the preceding sentence of this Section 5.11 is 6.11 are subject to any pending or threatened challenge or claim of infringement, and no impediment exists as to the Operating Company’s or Stellar Propane’s such SELLER's exclusive ownership or and use or validity of any such item, except as set forth in Schedule 2.1J. The foregoing constitutes all information necessary to permit the conduct from and after the Closing Date of the Business of each SELLER, as such Business is and has normally been conducted. After giving effect All acts necessary under all provisions of applicable law to protect the license granted pursuant to Section 8.7items listed on Schedule 2.1J, all including, without limitation, the filing of required affidavits of use and incontestability, applications for renewals of registrations and notice of registration, have been taken by each SELLER. All licenses granted to the Operating Company or Stellar Propane each SELLER by others that which are essential or useful to any part of the such SELLER's Business will remain unaffected as a result of the transactions contemplated by this Agreement are assignable to BUYER without consent of or notice to any Person, without change in the terms or provisions thereof and without premium. Neither the Operating Company nor Stellar Propane , except as set forth in Schedule 2.1J. With respect to each SELLER, such SELLER has not infringed any unexpired patent, trademark, trademark registration, trade name, copyright, copyright registration, trade secret or any other proprietary or intellectual property right of any Person party in connection with the operation of the its Business. Except as described in Schedule 5.11, neither the Operating Company nor Stellar Propane No SELLER has given any indemnification for patent, trademark, service m▇▇▇▇ or copyright infringements. (b) Schedule 2.1K hereto contains a list, of each SELLER's trade secrets related to the operation of its Business.

Intangible Properties. Schedule 5.11 contains a list of all patents and applications therefor, trademarks, trademark registrations and applications therefor, trade names, service marks, copyrights, copyright registrations and applications therefor, both foreign and domestic, owned, possessed, used or held by or licensed to the Operating Company or Stellar Propane and related to the operation of the Business, and the Operating Company or Stellar Propane, as the case may be, own the entire right, title and interest in and to the same, together with the goodwill associated therewith. The Operating Company and Stellar Propane have the right to use their respective trade secrets, know-how, formulae, technical processes and information, manufacturing, testing and operating techniques and procedures, all engineering data and plans and all other data and information used in the Business or that is necessary for the Business as now conducted, without payment of any claim, charge or royalty. To the Knowledge of the Sellers, none of the items in the categories listed in the preceding sentence of this Section 5.11 is subject to any pending or threatened challenge or claim of infringement, and no impediment exists as to the Operating Company’s or Stellar Propane’s ownership or use or validity of any such item. After giving effect to the license granted pursuant to Section 8.7, all licenses granted to the Operating Company or Stellar Propane by others that are essential or useful to any part of the Business will remain unaffected as a result of the transactions contemplated by this Agreement without consent of or notice to any Person, without change in the terms or provisions thereof and without premium. Neither the Operating Company nor Stellar Propane has infringed any unexpired patent, trademark, trademark registration, trade name, copyright, copyright registration, trade secret or any other proprietary or intellectual property right of any Person in connection with the operation of the Business. Except as described in Schedule 5.11, neither the Operating Company nor Stellar Propane has given any indemnification for patent, trademark, service m▇▇▇▇ or copyright infringements.

Intangible Properties. (a) Schedule 5.11 2.1J hereto contains a list of all patents and -------------- applications therefor, trademarks, trademark registrations and applications therefor, trade names, service marks, copyrights, copyright registrations and applications therefor, both foreign and domestic, owned, possessed, used or held by or licensed to the Operating Company or Stellar Propane SELLER and related to the operation of the Business, SELLER's Business and the Operating Company or Stellar Propane, as the case may be, own SELLER owns the entire right, title and interest in and to the same, together with the goodwill associated therewith. The Operating Company and Stellar Propane have SELLER has the right to use their respective and is transferring to BUYER the unrestricted right to use trade secrets, know-how, formulae, technical processes and information, manufacturing, testing and operating techniques and procedures, all engineering data and plans and all other data and information used by SELLER in the its Business or that which is necessary for the its Business as now conducted, without payment of any claim, charge or royalty. To the Knowledge of the Sellers, none None of the items in the categories listed in the preceding sentence of this Section 5.11 is 6.11 are subject to any pending or threatened challenge or claim of infringement, and no impediment exists as to the Operating Company’s or Stellar Propane’s SELLER's exclusive ownership or and use or validity of any such item. After giving effect The foregoing constitutes all information necessary to permit the license granted pursuant to Section 8.7conduct from and after the Closing Date of the Business of SELLER, all as such Business is and has normally been conducted. SELLER's trade name and trademark have not been registered with any governmental authority for the purpose of protecting the same. SELLER has no patents or copyrights. All licenses granted to the Operating Company or Stellar Propane SELLER by others that which are essential or useful to any part of the SELLER's Business will remain unaffected as a result of the transactions contemplated by this Agreement are assignable to BUYER without consent of or notice to any Personperson, without change in the terms or provisions thereof and without premium. Neither the Operating Company nor Stellar Propane SELLER has not infringed any unexpired patent, trademark, trademark registration, trade name, copyright, copyright registration, trade secret or any other proprietary or intellectual property right of any Person party in connection with the operation of the its Business. Except as described in Schedule 5.11, neither the Operating Company nor Stellar Propane SELLER has not given any indemnification for patent, trademark, service m▇▇▇▇ or copyright infringements. (b) Schedule 2.1K hereto contains a list of SELLER's trade secrets ------------- related to the operation of its Business.