Common use of No Knowledge of Invalidity Clause in Contracts

No Knowledge of Invalidity. The Seller has no Knowledge of information, materials, facts, or circumstances that would constitute prior art or that would render any of the Assigned Patents invalid or unenforceable. To the Knowledge of Seller and Digital Angel, neither the Seller, Digital Angel nor any of their affiliates has misrepresented, or failed to disclose, or knows of any misrepresentation or failure to disclose, any fact or circumstances in any application for the Assigned Patents that would constitute fraud or a misrepresentation with respect to the application or that would otherwise, as a matter of law, cause any Assigned Patents to be rendered unenforceable.

Appears in 2 contracts

Sources: Asset Purchase Agreement (VeriChip CORP), Asset Purchase Agreement (Digital Angel Corp)