Common use of Intellectual Property Rights Clause in Contracts

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 121 contracts

Sources: Equity Financing Agreement (Cannabis Global, Inc.), Standby Equity Commitment Agreement (West Coast Ventures Group Corp.), Investment Agreement (Advantego Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 65 contracts

Sources: Equity Financing Agreement (DarkPulse, Inc.), Equity Financing Agreement (Igen Networks Corp), Equity Financing Agreement (IIOT-OXYS, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 41 contracts

Sources: Equity Financing Agreement (Clean Energy Technologies, Inc.), Equity Financing Agreement (Clean Energy Technologies, Inc.), Equity Financing Agreement (Data443 Risk Mitigation, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two three (23) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 36 contracts

Sources: Equity Financing Agreement (Nature's Miracle Holding Inc.), Equity Financing Agreement (DarkPulse, Inc.), Equity Financing Agreement (Powerdyne International, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted, except as would not reasonably be expected to have a Material Adverse Effect. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, will expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge has no Knowledge of any infringement by the Company or its the Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge’s Knowledge, being threatened against, the Company or its the Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 25 contracts

Sources: Common Stock Purchase Agreement (Nukkleus Inc.), Common Stock Purchase Agreement (Windtree Therapeutics Inc /De/), Common Stock Purchase Agreement (Cero Therapeutics Holdings, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 16 contracts

Sources: Investment Agreement (HDS International Corp.), Investment Agreement (Abtech Holdings, Inc.), Investment Agreement (Players Network)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 13 contracts

Sources: Strata Purchase Agreement (Specificity, Inc.), Strata Purchase Agreement (Edgemode, Inc.), Strata Purchase Agreement (Mobiquity Technologies, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The To the Company’s Knowledge, neither the Company and nor its Subsidiaries do not have any knowledge of any infringement by are infringing upon the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledgeKnowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 9 contracts

Sources: Investment Agreement (Gei Global Energy Corp.), Investment Agreement (Gei Global Energy Corp.), Investment Agreement (Orgenesis Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in on the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 7 contracts

Sources: Investment Agreement (Telecommunication Products Inc), Investment Agreement (Gameznflix Inc), Investment Agreement (Fonefriend Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted, the lack of which could reasonably be expected to have a Material Adverse Effect. Except as set forth in the SEC Offering Documents, to the Company’s knowledge, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Subscription Agreement, except where such expiration or termination would not have either individually or in the aggregate a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC DocumentsOffering Document, there is no claim, action or proceeding being has been made or brought against, or to the Company's knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and , except where such infringement, claim, action or proceeding would not reasonably be expected to have either individually or in the aggregate a Material Adverse Effect. Except as set forth in the Offering Document, the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesproperties except where the failure to do so would not have either individually or in the aggregate a Material Adverse Effect.

Appears in 6 contracts

Sources: Subscription Agreement (Koffee Korner Inc.), Subscription Agreement (Online-Redefined, Inc.), Subscription Agreement (Silverhill Management Services Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might could reasonably give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 5 contracts

Sources: Investment Agreement (Turbosonic Technologies Inc), Investment Agreement (Turbosonic Technologies Inc), Investment Agreement (Turbosonic Technologies Inc)

Intellectual Property Rights. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except , except as set forth such failure to own, possess or acquire such rights would not reasonably be expected, individually or in the SEC Documentsaggregate, none to result in a Material Adverse Effect. None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company is not, and to the knowledge of the Company, no other party is in material breach of any license agreement related to the intellectual property rights of the Company. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 5 contracts

Sources: Purchase Agreement (Gelteq LTD), Purchase Agreement (Dare Bioscience, Inc.), Purchase Agreement (Heart Test Laboratories, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Except as set forth in the SEC Documents, the Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or that has been brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 4 contracts

Sources: Purchase Agreement (Venus Concept Inc.), Purchase Agreement (Lightwave Logic, Inc.), Purchase Agreement (Rezolute, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service mark registrations, service na▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service mark registrations, service na▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or secr▇▇ ▇r other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or secr▇▇ ▇r other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 4 contracts

Sources: Investment Agreement (Walker Financial Corp), Investment Agreement (Hybrid Fuel Systems), Investment Agreement (Universal Detection Technology)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service mark registrations, ser▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets secrets, and rights necessary to conduct their respective businesses as now conducted. Except as set forth in on Section 3(n) of the SEC DocumentsDisclosure Schedule, none of the Company's trademarks, trade names, service marks, service mark registrations, ser▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets secrets, or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from in the date of this Agreementnear future, other than those that would not have a material adverse effect on the Company. The Company and its Subsidiaries subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries subsidiaries of the trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇mark registrations, tra▇▇ registrations▇ecret, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except . Except as set forth in on Section 3(n) of the SEC DocumentsDisclosure Schedule, there is no claim, action action, or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇mark registrations, tra▇▇ registrations▇ecret, trade secret or other infringement; , and the Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality confidentiality, and value of all of their intellectual properties.

Appears in 4 contracts

Sources: Securities Exchange Agreement (Cambex Corp), Securities Exchange Agreement (Cambex Corp), Securities Exchange Agreement (Cambex Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 4 contracts

Sources: Purchase Agreement (Moleculin Biotech, Inc.), Purchase Agreement (BioCardia, Inc.), Purchase Agreement (Moleculin Biotech, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except , except as set forth such failure to own, possess or acquire such rights would not reasonably be expected, individually or in the SEC Documentsaggregate, none to result in a Material Adverse Effect. None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Except as set forth in the SEC Documents, the Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or that has been brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 4 contracts

Sources: Purchase Agreement (Workhorse Group Inc.), Purchase Agreement (Enveric Biosciences, Inc.), Purchase Agreement (Enveric Biosciences, Inc.)

Intellectual Property Rights. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except , except as set forth such failure to own, possess or acquire such rights would not reasonably be expected, individually or in the SEC Documentsaggregate, none to result in a Material Adverse Effect. None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected, individually or in the aggregate, to have a Material Adverse Effect. The Except as set forth in the SEC Documents, the Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or that has been brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 4 contracts

Sources: Purchase Agreement (Meta Materials Inc.), Purchase Agreement (Meta Materials Inc.), Purchase Agreement (Aspira Women's Health Inc.)

Intellectual Property Rights. The Company and its the Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from in the date of this Agreementnear future. The Company and its the Subsidiaries do not have any knowledge of any infringement by the Company or its the Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the best knowledge of the Company's knowledge, being threatened against, the Company or its the Subsidiaries regarding trademark, trade name, patentspatent, patent rights, invention, copyright, license, service namesname, service marks▇▇▇▇, service ▇▇▇▇ registrationsregistration, trade secret or other infringement; and the Company and its the Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its the Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 4 contracts

Sources: Common Stock Purchase Agreement (3si Holdings Inc), Common Stock Purchase Agreement (World Shopping Network Inc/Nv), Common Stock Purchase Agreement (Econnect)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 4 contracts

Sources: Equity Financing Agreement, Equity Financing Agreement, Equity Financing Agreement

Intellectual Property Rights. The To the Company’s knowledge, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 4 contracts

Sources: Purchase Agreement (Caladrius Biosciences, Inc.), Purchase Agreement (Golden Minerals Co), Purchase Agreement (Avinger Inc)

Intellectual Property Rights. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Except as disclosed in the SEC documents, the Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 3 contracts

Sources: Purchase Agreement (Ecoark Holdings, Inc.), Purchase Agreement (KonaRed Corp), Purchase Agreement (KonaRed Corp)

Intellectual Property Rights. The Company Purchaser and its Subsidiaries Tunica LLC own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson SCHEDULE 2.2(r), none of the CompanyTunica LLC's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company Purchaser and its Subsidiaries Tunica LLC do not have any knowledge of any infringement by the Company or its Subsidiaries Purchaser and Tunica LLC of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 2.2(r), there is no claim, action or proceeding being made or brought against, or to the CompanyPurchaser's knowledge, being threatened against, the Company Purchaser or its Subsidiaries Tunica LLC regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company Purchaser and its Subsidiaries Tunica LLC have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Synergy 2000 Inc), Securities Purchase Agreement (Myriad Entertainment & Resorts, Inc.), Securities Purchase Agreement (Myriad Entertainment & Resorts, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets secrets, and rights necessary to conduct their respective businesses as now conducted. Except as set forth in on Section 3.14 of the SEC DocumentsDisclosure Schedule, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets secrets, or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from in the date of this Agreementnear future. The Company and its Subsidiaries subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries subsidiaries of the trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secret, or other similar rights of others, or of any such development of similar or identical trade secrets secrets, or technical information by others and, except as set forth in on Section 3.14 of the SEC DocumentsDisclosure Schedule, there is no claim, action action, or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret secret, or other infringement; , and the Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality confidentiality, and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Common Stock Purchase Agreement (Telecom Wireless Corp/Co), Common Stock Purchase Agreement (Telecom Wireless Corp/Co), Common Stock Purchase Agreement (Telecom Wireless Corp/Co)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(n), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(n), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Investment Agreement (Senior Care Industries Inc), Investment Agreement (Quest Products Corp), Securities Purchase Agreement (Visual Data Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson SCHEDULE 2.1(n), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 2.1(n), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Synergy 2000 Inc), Securities Purchase Agreement (Myriad Entertainment & Resorts, Inc.), Securities Purchase Agreement (Myriad Entertainment & Resorts, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own ----------------------------- or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 4(l), none of the Company's trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 4(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Investment Agreement (Diversified Product Inspections Inc), Investment Agreement (Diversified Product Inspections Inc), Investment Agreement (Marketcentral Net Corp)

Intellectual Property Rights. The Company and its Subsidiaries own owns or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted, the lack of which could reasonably be expected to have a Material Adverse Effect. Except as set forth in the SEC Offering Documents, to the Company’s knowledge, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Subscription Agreement, except where such expiration or termination would not have either individually or in the aggregate a Material Adverse Effect. The Company and its Subsidiaries do does not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC DocumentsOffering Document, there is no claim, action or proceeding being has been made or brought against, or to the Company's knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and , except where such infringement, claim, action or proceeding would not reasonably be expected to have either individually or in the aggregate a Material Adverse Effect. Except as set forth in the Offering Document, the Company and its Subsidiaries are is unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have has taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesproperties except where the failure to do so would not have either individually or in the aggregate a Material Adverse Effect.

Appears in 3 contracts

Sources: Subscription Agreement (NightFood Holdings, Inc.), Subscription Agreement (NightFood Holdings, Inc.), Subscription Agreement (GMV Wireless, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇ma▇▇ registrations▇egistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇ma▇▇ registrations▇egistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇ma▇▇ registrations▇egistrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇ma▇▇ registrations▇egistrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Equity Financing Agreement (Guided Therapeutics Inc), Equity Financing Agreement (Sunshine Biopharma, Inc), Investment Agreement (Lode-Star Mining Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 4(l), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 4(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Standby Equity Purchase Agreement (Morgan Mining Corp), Investment Agreement (Jacobson Resonance Enterprises Inc), Investment Agreement (Flexxtech Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two three (23) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Equity Financing Agreement (VNUE, Inc.), Equity Financing Agreement (VNUE, Inc.), Equity Financing Agreement (VNUE, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate the requisite rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights (collectively "Intellectual Property Rights") necessary to conduct their respective businesses as now conductedconducted and as proposed to be conducted through the foreseeable future. Except as set forth None of the Intellectual Property Rights or other intellectual property rights have expired or terminated, or are expected to expire or terminate on or before September 30, 2006 other than expirations or terminations which, individually or in the SEC Documentsaggregate, none could not reasonably be expected to have a Material Adverse Effect. The Company and its subsidiaries do not have any knowledge of any event, fact or circumstance relating to (i) any infringement by the Company's Company or its subsidiaries of any trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government governmental authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of (ii) any such development of person or entity now infringing any Intellectual Property Rights or other similar rights, or identical trade secrets (iii) any person or technical information by others andentity now infringing any Intellectual Property Rights or other similar rights, except as set forth for such infringements that could not reasonably be expected to result in the SEC Documents, there a Material Adverse Effect. There is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademarkany trademarks, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secret secrets or other infringement; and the Company and its Subsidiaries are unaware similar rights of any facts or circumstances which might give rise to any of the foregoingothers. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesIntellectual Property Rights.

Appears in 3 contracts

Sources: Stock Purchase Agreement (Jensen Jeff), Stock Purchase Agreement (RMH Teleservices Inc), Stock Purchase Agreement (RMH Teleservices Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(l), none of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of ▇▇ ▇f any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could ▇▇▇▇onably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 3 contracts

Sources: Common Stock Purchase Agreement (Neoprobe Corp), Common Stock Purchase Agreement (Samaritan Pharmaceuticals Inc), Common Stock Purchase Agreement (Aastrom Biosciences Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and other intellectual property rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(o), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government governmental authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rightsnames, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar intellectual property rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(o), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademarkits trademarks, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, trade secret secrets, or infringement of other infringementintellectual property rights; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Log on America Inc), Securities Purchase Agreement (Digs Inc), Securities Purchase Agreement (Digs Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscop▇▇▇▇hts, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyr▇▇▇▇s, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or ▇r of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company Com▇▇▇▇ and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Investment Agreement (Domark International Inc.), Investment Agreement (Ophthalmic Imaging Systems), Investment Agreement (Ophthalmic Imaging Systems)

Intellectual Property Rights. The To its knowledge without conducting any special investigation and except as set forth on Schedule 4.16, the Company and its Subsidiaries own owns or possess possesses adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective its businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have has expired or terminated, or are is expected to expire or terminate within two (2) years from in the date of this Agreementnear future. The Except as set forth on Schedule 4.16, the Company and its Subsidiaries do does not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the best knowledge of the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patentspatent, patent rights, invention, copyright, license, service namesname, service marks▇▇▇▇, service ▇▇▇▇ registrationsregistration, trade secret or other infringement; and the Company and its Subsidiaries are is unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have has taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 3 contracts

Sources: Common Stock Purchase Agreement (Eurotech LTD), Common Stock Purchase Agreement (Interactive Technologies Com LTD), Common Stock Purchase Agreement (Altair International Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC OTC Markets Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two three (23) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC DocumentsOTC Markets Documents or otherwise disclosed to the Investor, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Equity Financing Agreement (Humbl, Inc.), Equity Financing Agreement (Humbl, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth disclosed in the SEC DocumentsSchedule 4(k), none of the Company's material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Equity Purchase Agreement (Precipio, Inc.), Capital Access Agreement (Immune Pharmaceuticals Inc)

Intellectual Property Rights. The Except as set forth in Schedule 4(l) the Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in on the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Homeland Security Network, Inc.), Investment Agreement (Probe Manufacturing Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted, except as would not reasonably be expected to have a Material Adverse Effect. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, will expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company Company, the Operating Partnership and its the Subsidiaries do not have any knowledge of any infringement by the Company Company, the Operating Partnership or its the Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s or the Operating Partnership’s knowledge, being threatened against, the Company Company, the Operating Partnership or its the Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (Ashford Hospitality Trust Inc), Purchase Agreement (Ashford Hospitality Trust Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess (or reasonably believe it can acquire on reasonable terms) adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizationsAuthorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except , except as set forth such failure to own, possess, or acquire such rights would not reasonably be expected, individually or in the SEC Documentsaggregate, none to result in a Material Adverse Effect. None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizationsAuthorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (eFFECTOR Therapeutics, Inc.), Purchase Agreement (Acer Therapeutics Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC DocumentsSchedule 4(k), none of the Company's ’s material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (IMAC Holdings, Inc.), Purchase Agreement (IMAC Holdings, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC SEDAR Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC SEDAR Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Natcore Technology Inc.), Investment Agreement (Natcore Technology Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its {00006735 } Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Eastgate Acquisitions Corp), Investment Agreement (Eastgate Acquisitions Corp)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service mark ▇▇▇▇ registrationsistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(n), none of the Company's trademarks, trade names, service marks, service mark ▇▇▇▇ registrationsistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from in the date of this Agreementnear future. The Company and its Subsidiaries subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service mark ▇▇▇▇ registrationsistrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(n), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service mark ▇▇▇▇ registrationsistrations, trade secret or other infringement; and the Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Telular Corp), Securities Purchase Agreement (Telular Corp)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(n), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets secrets, or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from in the date of this Agreementnear future. The Company and its Subsidiaries subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(n), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (2 Infinity Inc), Securities Purchase Agreement (Celerity Systems Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions▇▇ventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions▇▇ventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of o▇ ▇▇ any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and Compa▇▇ ▇nd its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Apolo Gold & Energy Inc.), Investment Agreement (Apolo Gold & Energy Inc.)

Intellectual Property Rights. The Company and its Subsidiaries Subsidiary own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except conducted and as set forth proposed to be conducted in the SEC Documents, none future. None of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this AgreementAgreement except as would not have a Material Adverse Effect. The Company and its Subsidiaries Subsidiary do not have any knowledge of any infringement by the Company or its Subsidiaries Subsidiary of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, there is and no claim, action or proceeding being has been made or brought against, or to the Company's or the Subidiary's knowledge, being is threatened against, the Company or its Subsidiaries Subsidiary regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries Subsidiary have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Stemcells Inc), Securities Purchase Agreement (Stemcells Inc)

Intellectual Property Rights. The Company and its Subsidiaries ---------------------------- own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(n), none of the ------------- Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any actual knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(n), there is no claim, action or proceeding being ------------- has been made or brought against, or to the Company's actual knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Medcare Technologies Inc), Securities Purchase Agreement (Medcare Technologies Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson SCHEDULE 3(m), none of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 3(M), there is no material claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (A D a M Software Inc), Securities Purchase Agreement (A D a M Software Inc)

Intellectual Property Rights. The To the Company’s knowledge, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights (collectively, “Intellectual Property”) necessary to conduct their respective businesses as now conducted. Except , except as set forth in Schedule 3(j) or to the SEC Documentsextent that the failure to own, possess, license or otherwise hold adequate rights to use Intellectual Property would not, individually or in the aggregate, have a Material Adverse Effect. Except as disclosed in Schedule 3(j), to the Company’s knowledge, none of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(j), there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Common Stock Purchase Agreement, Common Stock Purchase Agreement (Dynavax Technologies Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions▇▇ventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson SCHEDULE 3(O), none of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions▇▇ventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of o▇ ▇▇ any such development of similar or identical trade secrets or technical information by others and, except as set forth on SCHEDULE 3(O) or in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and Compa▇▇ ▇nd its Subsidiaries are unaware of any facts or circumstances which might reasonably be expected to give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Intelect Communications Inc), Securities Purchase Agreement (Intelect Communications Inc)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(n), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(n), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Smart Choice Automotive Group Inc), Securities Purchase Agreement (Imaging Technologies Corp/Ca)

Intellectual Property Rights. The Company and its the Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s, nor any Subsidiary’s material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do does not have any knowledge of any infringement by the Company or its Subsidiaries and/or any Subsidiary of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries and/or any Subsidiary regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Promissory Note Exchange Agreement (General Cannabis Corp), Promissory Note Purchase Agreement (General Cannabis Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service mark registrations, service ▇▇▇▇ registrations, service nameses, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service mark registrations, service ▇▇▇▇ registrations, service names▇s, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or secr▇▇ ▇r other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service mark registrations, trade sec▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (M Wise Inc), Investment Agreement (China Agro Sciences Corp.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and other intellectual property rights necessary to conduct their respective businesses as now conducted, except where the failure to own or possess such rights would not result, either individually or in the aggregate, in a Material Adverse Effect. Except as set forth in on SCHEDULE 4(m)(i), the SEC Documents, none of the Company's Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government governmental authorizations, trade secrets or and other intellectual property rights necessary to conduct its business their respective businesses as now now, or as proposed contemplated to be conducted have expired be, conducted, except where the failure to own or terminatedpossess such rights would not result, either individually or are expected to expire or terminate within two (2) years from in the date of this Agreementaggregate, in a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any There is no infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rightsnames, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar intellectual property rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 4(m)(ii), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademarkits trademarks, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, trade secret secrets, or infringement of other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to intellectual property rights, except where any of the foregoingforegoing would not result, either individually or in the aggregate, in a Material Adverse Effect. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Divine Inc), Securities Purchase Agreement (Divine Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except , except as set forth such failure to own, possess or acquire such rights would not reasonably be expected, individually or in the SEC Documentsaggregate, none to result in a Material Adverse Effect. None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Except as set forth in the SEC Documents filed prior to the date hereof, the Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or that has been brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (Indaptus Therapeutics, Inc.), Purchase Agreement (Marker Therapeutics, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service namesname▇, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents▇▇tents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other ▇▇▇er similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other o▇ ▇▇her infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (HD View 360 Inc.), Investment Agreement (ERF Wireless, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopy▇▇▇▇ts, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyr▇▇▇▇s, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of othersoth▇▇▇, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company Com▇▇▇▇ and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Walker Financial Corp), Investment Agreement (Global Wataire, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two three (23) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Equity Financing Agreement (Renavotio, Inc.), Equity Financing Agreement (Success Entertainment Group International Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (Beyond Air, Inc.), Purchase Agreement (AIT Therapeutics, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the Schedules hereto or the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in on the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Human Biosystems Inc), Investment Agreement (Human Biosystems Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (Onconova Therapeutics, Inc.), Share Transfer Agreement (Axsome Therapeutics, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted, the lack of which could reasonably be expected to have a Material Adverse Effect. Except as set forth in the SEC Offering Documents, to the Company's knowledge, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Subscription Agreement, except where such expiration or termination would not have either individually or in the aggregate a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret secrets or other similar rights of others, or ▇▇ of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Offering Documents, there is no claim, action or proceeding being has been made or brought against, or to the Company's knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret secrets or other infringement; and , except wher▇ ▇▇ch infringement, claim, action or proceeding would not reasonably be expected to have either individually or in the aggregate a Material Adverse Effect. Except as set forth in the Offering Documents, the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesproperties except where the failure to do so would not have either individually or in the aggregate a Material Adverse Effect.

Appears in 2 contracts

Sources: Subscription Agreement (Securecare Technologies Inc), Subscription Agreement (Securecare Technologies Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess (or reasonably believe it can acquire on reasonable terms) adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (Plus Therapeutics, Inc.), Purchase Agreement (Plus Therapeutics, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightsco▇▇▇▇ghts, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 4(l), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopy▇▇▇▇ts, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of othersother▇, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 4(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company Co▇▇▇▇y and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Can Cal Resources LTD), Investment Agreement (Can Cal Resources LTD)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware not aware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Advanced Life Sciences Holdings, Inc.), Investment Agreement (Advanced Life Sciences Holdings, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and other similar rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, will expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth on Schedule 4.10 of the Disclosure Schedule or in the SEC DocumentsReports, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances similar rights, which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Common Stock Purchase Agreement (Neogenomics Inc), Common Stock Purchase Agreement (Neogenomics Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth disclosed in the SEC DocumentsSchedule 4(k), none of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Equity Purchase Agreement (Comstock Inc.), Purchase Agreement (Galena Biopharma, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in on the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (Cal Bay International Inc), Investment Agreement (Next Inc/Tn)

Intellectual Property Rights. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except , except as set forth such failure to own, possess or acquire such rights would not reasonably be expected, individually or in the SEC Documentsaggregate, none to result in a Material Adverse Effect. None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company is not, and to the knowledge of the Company, no other party is in material breach of any license agreement related to the intellectual property rights of the Company. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Purchase Agreement (HyreCar Inc.), Purchase Agreement (Trevi Therapeutics, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own ----------------------------- or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(l), none of the Company's trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Subscription Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Subscription Agreement (Diversified Product Inspections Inc), Subscription Agreement (Diversified Product Inspections Inc)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate the requisite rights or licenses to use all trademarks, trade names, service marks, service mark ▇▇▇▇ registrationsistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights (collectively "Intellectual Property Rights") necessary to conduct their respective businesses as now conducted. Except conducted and as set forth presently contemplated to be operated in the SEC Documents, none future. None of the Company's Intellectual Property Rights or other intellectual property rights have expired or terminated, or are expected to expire or terminate in the near future. The Company and its subsidiaries do not have any knowledge of any event, fact or circumstance relating to (i) any infringement by the Company or its subsidiaries of any trademarks, trade names, service marks, service mark ▇▇▇▇ registrationsistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government governmental authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others or (ii) any person or entity now infringing any Intellectual Property Rights or other similar rights or any such development of similar or identical trade secrets or technical information owned or used by the Company or any of its subsidiaries and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademarkany trademarks, trade namenames, service marks, service mark ▇▇▇istrations, service names, patents, patent rights, inventioncopyrights, copyrightinventions, licenselicenses, service namesapprovals, service marks, service ▇▇▇▇ registrationsgovernmental authorizations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others or (iii) any person or entity now infringing any Intellectual Property Rights or other similar rights or any such development of similar or identical trade secrets or other infringement; and the . The Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesIntellectual Property Rights.

Appears in 2 contracts

Sources: Securities Purchase Agreement (NTN Communications Inc), Securities Purchase Agreement (NTN Communications Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conductedconducted except as set forth on SCHEDULE 3.15. Except as set forth in the SEC Documentson SCHEDULE 3.15, none of the Company's material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 3.15, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; , and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Altair International Inc), Securities Purchase Agreement (Altair International Inc)

Intellectual Property Rights. The Company Corporation and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted, except as would not reasonably be expected to have a Material Adverse Effect. Except as set forth in the SEC Documents, none None of the Company's Corporation’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, will expire or terminate within two (2) years from the date of this Subscription Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge Corporation has no Knowledge of any infringement by the Company Corporation or its the Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledgeCorporation’s Knowledge, being threatened against, the Company Corporation or its the Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Subscription Agreement (Aptose Biosciences Inc.), Subscription Agreement (Aptose Biosciences Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 4(l), none of the Company's trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 4(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (FTS Apparel Inc), Investment Agreement (Xtreme Companies Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service namesname▇, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents▇▇tents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other ▇▇▇er similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in on the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other o▇ ▇▇her infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (12 to 20 Plus Inc), Investment Agreement (12 to 20 Plus Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson SCHEDULE 3(N), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement, except where such expiration or termination would not have either individually or in the aggregate a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret secrets or other similar rights of others, or ▇▇ of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 3(N), there is no claim, action or proceeding being has been made or brought against, or to the Company's knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret secrets or other infringement; and . Except as s▇▇ ▇orth on SCHEDULE 3(N), the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesproperties except where the failure to do so would not have either individually or in the aggregate a Material Adverse Effect.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Proxymed Inc /Ft Lauderdale/), Redemption and Exchange Agreement (Proxymed Inc /Ft Lauderdale/)

Intellectual Property Rights. The Company and its Subsidiaries subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(n), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets secrets, or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from in the date of this Agreementnear future. The Company and its Subsidiaries subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in on Schedule 3(n), to the SEC Documentsknowledge of the Company, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Line of Credit Agreement (Majestic Companies LTD), Securities Purchase Agreement (Majestic Companies LTD)

Intellectual Property Rights. The Company and its the Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s, nor any Subsidiary’s material trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do does not have any knowledge of any infringement by the Company or its Subsidiaries and/or any Subsidiary of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries and/or any Subsidiary regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 2 contracts

Sources: Promissory Note Purchase Agreement (Bridgeway National Corp.), Equity Purchase Agreement (MGT Capital Investments, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own own, or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement, except where such expiration or termination would not have either individually or in the aggregate a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is and no claim, action or proceeding being has been made or brought against, or to the Company's knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service m▇▇▇ registrations, trade secret secrets or other infringement; and , except where such infringement, claim, action or proceeding would not reasonably be expected to have either individually or in the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingaggregate a Material Adverse Effect. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Securities Purchase Agreement (Miv Therapeutics Inc), Securities Purchase Agreement (Miv Therapeutics Inc)

Intellectual Property Rights. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (ProPhase Labs, Inc.), Investment Agreement (ProPhase Labs, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service mark registrations, service na▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 4(l), none of the Company's trademarks, trade names, service marks, service mark registrations, service na▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or secr▇▇ ▇r other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 4(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or secr▇▇ ▇r other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 2 contracts

Sources: Investment Agreement (On the Go Healthcare Inc), Investment Agreement (On the Go Healthcare Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses materially as now conducted, except where the failure to own or possess adequate rights or licenses, as the case may be, could not have or reasonably be expected to result in a Material Adverse Effect. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this AgreementAgreement except where the expiration or termination, as the case may be, could not have or reasonably be expected to result in a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Berkshire Grey, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇ma▇▇ registrations▇egistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth disclosed in the SEC DocumentsSchedule 4(k), none of the Company's material trademarks, trade names, service marks, service ▇▇ma▇▇ registrations▇egistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇ma▇▇ registrations▇egistrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇ma▇▇ registrations▇egistrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 1 contract

Sources: Capital Access Agreement (Immune Pharmaceuticals Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentsdisclosed on SCHEDULE 4(m), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from 1 year, except when such expiration or termination would not have a Material Adverse Effect or where the date of this AgreementCompany has the right to renew such rights under applicable law. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesproperties except, in all cases, to the extent that the failure to do so would not, individually or in the aggregate, have a Material Adverse Effect.

Appears in 1 contract

Sources: Common Stock Investment Agreement (Juno Online Services Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyr▇▇▇▇s, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyri▇▇▇▇, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of othersothe▇▇, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in on the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company Comp▇▇▇ and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 1 contract

Sources: Investment Agreement (Payment Data Systems Inc)

Intellectual Property Rights. The Except as disclosed in the Registration Statement or the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise could reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Tetralogic Pharmaceuticals Corp)

Intellectual Property Rights. The (a) Set forth in Section 3.17 of the Company Disclosure Schedule is a true and complete list, as of the date of this Agreement, of (i) all of the Company's and each of its Subsidiaries own Subsidiary's foreign and domestic material patents, patent applications, invention disclosures, trademarks, service marks, trade names (and any registrations or possess adequate applications for registration for any of the foregoing) and all material design right and copyright applications and registrations, including all patents, trademarks, copyrights and applications under which the Company or any Subsidiary has obtained rights from others, and (ii) all material agreements to which the Company or licenses to use any Subsidiary of the Company is a party which may concern any of the Intellectual Property. "INTELLECTUAL PROPERTY" shall mean all trademarksintellectual property or other proprietary rights of every kind, including, without limitation, all domestic or foreign patents, patent applications, inventions (whether or not patentable) processes, products, technologies, discoveries, copyrightable and copyrighted works, apparatus, trade secrets, trademarks and trademark applications and registrations, service marks and service mark ▇▇▇lications and registrations, trade names, service markstrade dress, service ▇▇▇▇ registrationscopyright regulations, service names, patents, patent design rights, copyrightscustomer list, inventionsmarketing and customer information, mask works rights, know-how, licenses, approvalstechnical information (whether confidential or otherwise), governmental authorizationssoftware, and all documentation thereof). Other than the Intellectual Property set forth in Section 3.17 of the Company Disclosure Schedule, no name, patent invention, trade secrets and rights secret, proprietary right, computer software, trademark, trade name, service mark, ▇▇go, copyright, franchise, license, sublicense, or other such right is necessary for the operation of the business of the Company or any Subsidiary in substantially the same manner as such business is presently or proposed to conduct their respective businesses as now be conducted. Except as set forth in the SEC Documents, none Section 3.17 of the Company's trademarksCompany Disclosure Schedule, trade names(i) the Company or its Subsidiaries, as applicable, owns, free and clear of any Liens the Intellectual Property set forth in Section 3.17 of the Disclosure Schedule and has the exclusive right to bring actions for the infringement thereof; (ii) no person or entity has asserted to the Company or any Subsidiary of the Company (and the Company or any Subsidiary is not otherwise aware) that, with respect to the Intellectual Property and the research, development and commercial activities of the Company or any Subsidiary, the Company or any Subsidiary of the Company is infringing or has infringed any domestic or foreign patent, trademark, service marksmark, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminatedade name, or copyright or design right or misappropriated or improperly used or disclosed any trade secret, or know-how, (iii) all working requirements and all maintenance fees, annuities, and other payments which are expected to expire due from or terminate within two (2) years from controlled by the Company or any Subsidiary of the Company on or before the date of this Agreement. The Agreement for any of the Intellectual Property, including, without limitation, all material foreign or domestic patents, patent applications, trademarks registrations service mark ▇▇▇istrations, copyright registrations and any applications for any of the preceding, have been met or paid; (iv) the Company and its Subsidiaries do is not have any knowledge aware of any infringement part of the Intellectual Property having been obtained through inequitable conduct or fraud in the United States Patent and Trademark Office or any foreign Governmental Authority; (v) neither the Company nor any Subsidiary of the Company is aware of any conduct or use by the Company or its Subsidiaries any Subsidiary of trademarkthe Company that would, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened againstvoid or invalidate or constitute misuse of, any of the Intellectual Property (vi) the execution, delivery and performance of this Agreement by the Company, and the consummation of the transactions contemplated by this Agreement will not materially impair the right of Buyer or the Surviving Corporation, after the Merger Date, to use, sell, license or dispose of, or to bring any action for the infringement of, any Intellectual Property; (vii) the Company or its Subsidiaries regarding trademarkany Subsidiary of the Company is not aware of any prior art that has been identified to the Company or any Subsidiary of the Company as invalidating or potentially invalidating prior art with respect to U.S. Patent No. 4,873,191 (the "191 PATENT"); (viii) the Company or any Subsidiary of the Company is not aware of any Person who has made or asserted a claim of ownership, trade nameinventorship, patentslicense or material interest in the 191 patent; and (ix) there are no material royalties, patent rightshonoraria, inventionfees or other payments payable to any Person by reason of the ownership, copyrightuse, license, service namessublicense, service marks, service ▇▇▇▇ registrations, trade secret sale or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any disposition of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesIntellectual Property.

Appears in 1 contract

Sources: Merger Agreement (Chrysalis International Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and other intellectual property rights necessary to conduct their respective businesses as now conducted. Except as set forth , except where the failure to own or possess such rights would not result, either individually or in the SEC Documentsaggregate, none in a Material Adverse Effect. None of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government governmental authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate (without being renewed) within two (2) years from the date of this Agreement, except where such expiration or termination would not result, either individually or in the aggregate, in a Material Adverse Effect. The Except as would not have a Material Adverse Effect, the Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rightsnames, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar intellectual property rights of others, or of any such development of similar or identical trade secrets or technical information by others and, and except as set forth in the SEC Documentswould not have a Material Adverse Effect, there is no claim, action or proceeding being made or brought against, or to the knowledge of the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademarkits trademarks, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, trade secret secrets, or infringement of other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingintellectual property rights. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 1 contract

Sources: Securities Purchase Agreement (Sonicblue Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its BLUU.INVESTMENT AGREEMENT.SEPTEMBER.2013 business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 1 contract

Sources: Investment Agreement (Blue Water Global Group, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service mark ▇▇▇▇ registrationsistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson SCHEDULE 3(n), none of the Company's trademarks, trade names, service marks, service mark ▇▇▇▇ registrationsistrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service mark ▇▇▇▇ registrationsistrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 3(n), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service mark ▇▇▇▇ registrationsistrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 1 contract

Sources: Securities Purchase Agreement (Alpha Beta Technology Inc)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 3(n), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3(n), there is no claim, action or proceeding being has been made or brought against, or to the Company's knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Except as set forth in Schedule 3(n), the Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesproperties except where the failure to do so would not have either individually or in the aggregate a Material Adverse Effect.

Appears in 1 contract

Sources: Securities Purchase Agreement (Entrade Inc)

Intellectual Property Rights. The Company owns or possesses total and its Subsidiaries own or possess adequate absolute rights or and /or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and other intellectual property rights necessary to conduct their respective its businesses as now conductedconducted or as proposed to be conducted in the future. Except as set forth in the SEC Documentson Schedule 3.13, none of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government governmental authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) ten years from the date of this Agreement. The Company and its Subsidiaries do does not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rightsnames, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar intellectual property rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 3.13, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or Company, regarding its Subsidiaries regarding trademarktrademarks, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, trade secret secrets, or infringement of other infringementintellectual property rights; and the Company and its Subsidiaries are is unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have has taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of its intellectual properties consistent with industry practices used by comparable companies. Schedule 3.13 contains a complete list of all patents and trademarks for which the Company has sought intellectual property protection with the Patent and Trademark Office. There are no outstanding options, licenses, or agreements of any kind relating to the foregoing, nor is the Company bound by or a party to any options, licenses or agreements of any kind with respect to the patents, trademarks, service marks, trade names, copyrights, trade secrets, licenses, information, proprietary rights and processes of any other person or entity. The Company has not received any communications alleging that the Company has violated or, by conducting its business, would violate any of the patents, trademarks, service marks, trade names, copyrights, trade secrets or other proprietary rights or processes of any other person or entity. The Company is not aware that any of its employees is obligated under any contract (including licenses, covenants or commitments of any nature) or other agreement, or subject to any judgment, decree or order of any court or administrative agency, that would interfere with the use of such employee’s best efforts to promote the interest of the Company or that would conflict with the Company’s business. Neither the execution or delivery of this Agreement, nor the carrying on of the Company’s business by the employees of the Company, nor the conduct of the Company’s business as proposed, will, to the Company’s knowledge, conflict with or result in a breach of the terms, conditions, or provisions of, or constitute a default under, any contract, covenant or instrument under which any such employee is now obligated. The Company does not believe it is or will be necessary to use any inventions of any of its employees (or persons it currently intends to hire) made prior to their intellectual propertiesemployment by the Company.

Appears in 1 contract

Sources: Stock Purchase and Loan Option Agreement (Mr3 Systems Inc)

Intellectual Property Rights. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (Dolphin Entertainment, Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own own, or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none None of the Company's ’s trademarks, trade names, service marks, service ▇▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement, except where such expiration or termination is not either individually or in the aggregate reasonably expected to have a Material Adverse Effect or where the Company has the opportunity to renew or otherwise maintain any of the foregoing. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademarktrademarks, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documents, there is and no claim, action or proceeding being has been made or brought against, or to the Company's ’s knowledge, being has been threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service ▇▇▇▇ registrations, trade secret secrets or other infringement; and , except where such infringement, claim, action or proceeding is not reasonably expected to have either individually or in the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoingaggregate a Material Adverse Effect. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their material intellectual properties.

Appears in 1 contract

Sources: Securities Purchase Agreement (Grant Ventures Inc)

Intellectual Property Rights. The Except as disclosed in the SEC Documents, the Company and its Subsidiaries own or possess adequate rights or licenses to use all material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except , except as set forth such failure to own, possess or acquire such rights would not reasonably be expected, individually or in the SEC Documentsaggregate, none to result in a Material Adverse Effect. None of the Company's ’s material trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to or, by the terms and conditions thereof, could expire or terminate within two (2) years from the date of this Agreement, except as would not reasonably be expected to have a Material Adverse Effect. The Company is not, and to the knowledge of the Company, no other party is in material breach of any license agreement related to the intellectual property rights of the Company. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of any material trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of any such development of similar or identical trade secrets or technical information by others andothers, except as set forth in the SEC Documents, and there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances , which might give rise would reasonably be expected to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual propertiesa Material Adverse Effect.

Appears in 1 contract

Sources: Purchase Agreement (SeaStar Medical Holding Corp)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documents, none of the Company's ’s trademarks, trade names, service marks, service m▇▇▇ registrations, service names, patents, patent rights, copyrights, inventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service m▇▇▇ registrations, trade secret or other similar rights of others, or other of any such development of similar or identical trade secrets or technical information infonnation by others and, except as set forth in the SEC Documents, there is no claim, action or proceeding being made or brought against, or to the Company's ’s knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service m▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 1 contract

Sources: Equity Financing Agreement (DSG Global Inc.)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson Schedule 4(l), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrightscopyright▇, inventions▇nventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of ▇▇ ▇f any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson Schedule 4(l), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademark, trade name, patents, patent rights, invention, copyright, license, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other infringement; and the Company Comp▇▇▇ and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 1 contract

Sources: Investment Agreement (Ivoice Com Inc /De)

Intellectual Property Rights. The Company and its Subsidiaries own or possess adequate rights or licenses to use all trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions▇▇ventions, licenses, approvals, governmental authorizations, trade secrets and rights necessary to conduct their respective businesses as now conducted. Except as set forth in the SEC Documentson SCHEDULE 2.1(N), none of the Company's trademarks, trade names, service marks, service ▇▇▇▇ mark registrations, service names, patents, patent rights, copyrights, inventions▇▇ventions, licenses, approvals, government authorizations, trade secrets or other intellectual property rights necessary to conduct its business as now or as proposed to be conducted have expired or terminated, or are expected to expire or terminate within two (2) years from the date of this Agreement. The Company and its Subsidiaries do not have any knowledge of any infringement by the Company or its Subsidiaries of trademark, trade name rights, patents, patent rights, copyrights, inventions, licenses, service names, service marks, service ▇▇▇▇ mark registrations, trade secret or other similar rights of others, or of o▇ ▇▇ any such development of similar or identical trade secrets or technical information by others and, except as set forth in the SEC Documentson SCHEDULE 2.1(N), there is no claim, action or proceeding being made or brought against, or to the Company's knowledge, being threatened against, the Company or its Subsidiaries regarding trademarktrademarks, trade namename rights, patents, patent rights, inventioninventions, copyrightcopyrights, licenselicenses, service names, service marks, service mark registrations, trade secrets or other infringement. The Company ▇▇▇ registrations, trade secret or other infringement; and the Company and its Subsidiaries are unaware of any facts or circumstances which might give rise to any of the foregoing. The Company and its Subsidiaries have taken commercially reasonable security measures to protect the secrecy, confidentiality and value of all of their intellectual properties.

Appears in 1 contract

Sources: Securities Purchase Agreement (Viragen Inc)