Common use of Licensed Intellectual Property Rights Clause in Contracts

Licensed Intellectual Property Rights. MCUBE hereby represents and warrants that (i) it (and neither any third party nor any Subsidiary or Affiliate of MCUBE) is the sole owner of the entire right, title, and interest in and to the Licensed Intellectual Property Rights (including the Licensed Sensor Device Technology), (ii) it has the sole right and power to grant the License, (iii) there are no other agreements with any other ▇▇▇▇▇ in conflict with the grant of such License, (iv) it knows of no prior art that would invalidate the Licensed Patents, (v) it will maintain and ensure the validity of the License, (vi) to the knowledge of MCUBE after due inquiry, the MEMSIC Group’s contemplated use of the Licensed Intellectual Property Rights under the License as set forth in Section 2.1 does not and will not infringe, misappropriate or otherwise violate any valid Intellectual Property Rights held by any third party, and (vii) there are no actions for infringement, misappropriation or other violation anywhere in the world against MCUBE with respect to products it manufactures and commercializes embodying the Licensed Intellectual Property Rights. To the extent that any Licensed Intellectual Property Right is now or hereafter owned or controlled by a Subsidiary or Affiliate of MCUBE, ▇▇▇▇▇ agrees to take any steps necessary to promptly consolidate sole ownership and control of such Licensed Intellectual Property Right in MCUBE.