Common use of Know-How Necessary for the Business Clause in Contracts

Know-How Necessary for the Business. Schedule 3.1(o) contains a complete and accurate list and summary description of all Patents. The Company is the owner of all right, title and interest in and to each of the Patents, free and clear of all liens, security interests, charges, encumbrances, entities, and other adverse claims. All of the issued Patents are currently in compliance with formal legal requirements (including payment of filing, examination, and maintenance fees and proofs of working or use), are valid and enforceable, and are not subject to any maintenance fees or taxes or actions falling due within ninety days after the Closing Date. No patent has been or is now involved in any interference, reissue, reexamination, or opposition proceeding. To the Company’s knowledge, there is no potentially interfering patent or patent application of any third party. No Patent is infringed or, to the Company’s knowledge, has been challenged or threatened in any way. To the Company’s knowledge, none of the products manufactured and sold, nor any process or know-how used, by the Company infringes or is alleged to infringe any patent or other proprietary right of any other Person. All products made, used, or sold under the Patents have been marked with the proper patent notice.

Appears in 4 contracts

Sources: Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Aprecia Inc), Securities Purchase Agreement (Ustelematics Inc)

Know-How Necessary for the Business. Schedule 3.1(o) contains a complete and accurate list and summary description of all Patents. The Company is the owner of all right, title and interest in and to each of the Patents, free and clear of all liens, security interests, charges, encumbrances, entities, Liens and other adverse claimsclaims other than Permitted Liens. All of the issued Patents are currently in compliance with formal legal requirements (including payment of filing, examination, and maintenance fees and proofs of working or use), are valid and enforceable, and and, except as set forth on Schedule 3.1(o), are not subject to any maintenance fees or taxes or actions falling due within ninety days after the Initial Closing Date. No patent Patent has been or is now involved in any interference, reissue, reexamination, or opposition proceeding. To the Company’s knowledge, : (1) there is no potentially interfering patent or patent application of any third party. No , and (2) no Patent is infringed or, to the Company’s knowledge, or has been challenged or threatened in any way. To the Company’s knowledge, none of the products manufactured and sold, nor any process or know-how used, by the Company infringes or is alleged to infringe any patent or other proprietary right of any other Person. All products made, used, or sold under the Patents have been marked with the proper patent notice.

Appears in 4 contracts

Sources: Securities Purchase Agreement (American Graphite Technologies Inc.), Securities Purchase Agreement (PLC Systems Inc), Securities Purchase Agreement (American Graphite Technologies Inc.)

Know-How Necessary for the Business. Schedule 3.1(o) contains a complete and accurate list and summary description of all Patents. The Company is the owner of all right, title and interest in and to each of the Patents, free and clear of all liens, security interests, charges, encumbrances, entities, Liens and other adverse claimsclaims other than Permitted Liens. All of the issued Patents are currently in compliance with formal legal requirements (including payment of filing, examination, and maintenance fees and proofs of working or use), are valid and enforceable, and and, except as set forth on Schedule 3.1(o), are not subject to any maintenance fees or taxes or actions falling due within ninety days after the Closing Date. No patent Patent has been or is now involved in any interference, reissue, reexamination, or opposition proceeding. To the Company’s knowledge, : (1) there is no potentially interfering patent or patent application of any third party. No , and (2) no Patent is infringed or, to the Company’s knowledge, or has been challenged or threatened in any way. To the Company’s knowledge, none of the products manufactured and sold, nor any process or know-how used, by the Company infringes or is alleged to infringe any patent or other proprietary right of any other Person. All products made, used, or sold under the Patents have been marked with the proper patent notice.

Appears in 3 contracts

Sources: Securities Purchase Agreement (Be Active Holdings, Inc.), Securities Purchase Agreement (Be Active Holdings, Inc.), Securities Purchase Agreement (Be Active Holdings, Inc.)

Know-How Necessary for the Business. Schedule 3.1(o) contains a complete and accurate list and summary description of all Patents. The Company is the owner of all right, title and interest in and to each of the Patents, free and clear of all liens, security interests, charges, encumbrances, entities, and other adverse claims. All of the issued Patents are currently in compliance with formal legal requirements (including payment of filing, examination, and maintenance fees and proofs of working or use), are valid and enforceable, and are not subject to any maintenance fees or taxes or actions falling due within ninety days after the Closing Date. No patent has been or is now involved in any interference, reissue, reexamination, or opposition proceeding. To the Company’s knowledge, there is no potentially interfering patent or patent application of any third party. No Patent is infringed or, to To the Company’s knowledge, no Patent is infringed. No Patent has been challenged or threatened in any way. To the Company’s knowledge, none of the products manufactured and sold, nor any process or know-how used, by the Company infringes or is alleged to infringe any patent or other proprietary right of any other Person. All products made, used, or sold under the Patents have been marked with the proper patent notice.

Appears in 1 contract

Sources: Securities Purchase Agreement (Sweetskinz Holdings Inc)