Common use of Schedule 9 Clause in Contracts

Schedule 9. 6.2(a) contains a list of all material licenses to, and other rights of use in, Intellectual Property Rights, which were granted to a Lovoo Company and which are not part of the Own Intellectual Property Rights defined in Clause 9.6.1 (the Lovoo Licenses). Schedule 9.6.2(a) also contains information about the licensor, type, scope, duration, any limitations and other material terms of use as well as any license fees or royalties owed by the Lovoo Company in question. Unless otherwise disclosed in Schedule 9.6.2(b), there are no material sub-licenses or other material rights of use held by third parties with respect to the subject matter of the Lovoo Licenses, and the relevant Lovoo Companies are also under no obligation to grant such rights of use. To the Seller’s Knowledge, any contract, under which a third party granted a Lovoo License, is valid and enforceable. For a period of twelve (12) months from the Signing Date, no agreement granting a Lovoo License may be terminated with notice by the respective licensor for reason of the conclusion or performance of this Agreement, and such termination specifically cannot be based on the conclusion or performance of this Agreement. To the Seller’s Knowledge, there are no facts or circumstances that serve as a basis for terminating a Lovoo License prior to the end of the foregoing period either for good cause or for some other reason, and as at the Signing Date, no such facts or circumstances are foreseeable. The Lovoo Companies have duly used, and are currently duly using, the Lovoo Licenses. The Own Intellectual Property Rights and the Lovoo Licenses are hereinafter collectively referred to as the Lovoo Intellectual Property Rights.