Common use of Schedules 2 Clause in Contracts

Schedules 2. 11(a)-1 to 2 list (1) all Domain Names of which the Company or any of its Subsidiaries is the registrant or of which a third party is the registrant for the benefit of the Company or its Subsidiaries (collectively, the “Company Registered Domain Names”); and (2) all Patents owned by the Company or its Subsidiaries (collectively, the “Company Patents” and, together with the Company Registered Domain Names, the “Company Registered IP”). Neither the Company nor any of its Subsidiaries owns any Marks or any pending applications for registration or Marks or has any registered Copyrights or pending applications for registration of any Copyrights. Neither the Company Registered IP nor any other Intellectual Property owned or, to the Knowledge of the Company and the Stockholders, used by the Company or any of its Subsidiaries (the Company Registered IP, together with all other Intellectual Property owned or used by the Company, the “Company IP”) infringes upon or misappropriates or violates the Intellectual Property rights or the confidential and proprietary information, including Trade Secrets, of any Third Party. None of the Company IP has been the subject of a judicial finding or opinion, nor has the Company or any of its Subsidiaries received any written notice or claim challenging the ownership, validity, registrability, enforceability, use or licensed right to use any Intellectual Property. No claim or notice has been asserted against the Company or any of its Subsidiaries in writing or, to the Knowledge of the Company and the Stockholders, orally, that the conduct of the business of the Company or any of its Subsidiaries as currently conducted infringes in any material respect upon or misappropriates the Intellectual Property rights or the confidential and proprietary information, including Trade Secrets, of any Third Party, in each case, except with respect to claims or notices that have been fully resolved. The Company and each of its Subsidiaries have timely paid all filing, examination, issuance, post registration and maintenance fees, annuities and the like associated with or required with respect to the Company Registered IP, and all documents, recordations and certificates necessary to be filed by the Company or its Subsidiaries to maintain the effectiveness of the Company Registered IP have been filed with the relevant patent, copyright, trademark or other authorities in the United States or foreign jurisdictions, as the case may be, so that no item required to be listed in Schedule 2.11(a)-1 or 2, has lapsed, expired or been abandoned or canceled other than in the Ordinary Course.

Schedules 2. 11(a)-1 to 2 4 set forth an accurate and complete list of (1) all Domain Names of which the Company or any of its Subsidiaries is the registrant or of which a third party is the registrant for the benefit of the Company or its Subsidiaries (collectively, the “Company Registered Domain Names”); and (2) all registered Marks and pending applications for registration of Marks owned by the Company (collectively, the “Company Registered Marks”); (3) all Patents owned by the Company or its Subsidiaries (collectively, the “Company Patents” and”); and (4) all registered Copyrights and all pending applications for registration of Copyrights by the Company (collectively, the “Company Registered Copyrights”and, together with the Company Registered Domain Names, the Company Registered Marks and the Company Patents, the “Company Registered IP”). Neither To the Company nor any Company’s Knowledge, the conduct of its Subsidiaries owns any Marks or any pending applications for registration or Marks or has any registered Copyrights or pending applications for registration of any Copyrights. Neither the Company Registered IP nor any other Intellectual Property owned or, to the Knowledge business of the Company and the Stockholdersas currently conducted, used by the Company or any of its Subsidiaries (the Company Registered IP, together with all other Intellectual Property owned or used by the Company, the “Company IP”) infringes does not infringe upon or misappropriates misappropriate or violates violate the Intellectual Property rights or the confidential and proprietary information, including Trade Secrets, of any Third Partythird party. None of the The Company Registered IP has not been the subject of a judicial finding or opinion, nor has the Company or any of its Subsidiaries received any written notice or claim challenging the ownership, validity, registrability, enforceability, use or licensed right to use any Intellectual PropertyProperty been received by the Company. No claim or notice has been asserted against the Company or any of its Subsidiaries in writing or, to the Knowledge of the Company and the StockholdersCompany, orally, that the conduct of the business of the Company or any of its Subsidiaries as currently conducted infringes in any material respect upon or misappropriates the Intellectual Property rights or the confidential and proprietary information, including Trade Secrets, of any Third Partythird party, in each case, except with respect to claims or notices that have been fully resolved. The Company and each of its Subsidiaries have has timely paid all filing, examination, issuance, post registration and maintenance fees, annuities and the like associated with or required with respect to any of the Company Registered IP, and all documents, recordations and certificates necessary to be filed by the Company or its Subsidiaries to maintain the effectiveness of the Company Registered IP have been filed with the relevant patent, copyright, trademark or other authorities in the United States or foreign jurisdictions, as the case may be, so that no item required to be listed in Schedule 2.11(a)-1 or 2to 4, has lapsed, expired or been abandoned or canceled other than in the Ordinary Course. The Company has used reasonable best efforts to protect its rights and the secrecy of its confidential information and Trade Secrets, including by requiring that all employees, consultants and independent contractors who are involved in the creation of Intellectual Property for the Company enter into non-disclosure and invention assignment agreements. The Company owns all right, title and interest in and to the Company Registered IP, or have a valid license to use (if required), each other item of Intellectual Property currently used by the Company in its business and is entitled to use any such Company Registered IP or other Intellectual Property used in the operation of its business as currently conducted to the extent such use is material to such business, free and clear of all Liens other than Permitted Liens. There are no claims asserted or threatened by the Company that a third Person infringes, misappropriates or otherwise violates any of the Company Registered IP.

Schedules 2. 11(a)-1 to 2 list 4 lists (1) all Domain Names of which the Company or any of its Subsidiaries is the registrant or of which a third party is the registrant for the benefit of the Company or its Subsidiaries (collectively, the “Company Registered Domain Names”); and (2) all registered Marks and pending applications for registration of Marks owned by the Company (collectively, the “Company Registered Marks”); (3) all Patents owned by the Company or its Subsidiaries (collectively, the “Company Patents”); and (4) all registered Copyrights and all pending applications for registration of Copyrights by the Company (collectively, the “Company Registered Copyrights” and, together with the Company Registered Domain Names, the Company Registered Marks and the Company Patents, the “Company Registered IP”). Neither the Company nor any of its Subsidiaries owns any Marks or any pending applications for registration or Marks or has any registered Copyrights or pending applications for registration of any Copyrights. Neither the Company Registered IP nor any other Intellectual Property owned or, to the Knowledge of the Company and the StockholdersCompany, used by the Company or any of its Subsidiaries (the Company Registered IP, together with all other Intellectual Property owned or used by the Company, the “Company IP”) infringes upon or misappropriates or violates the Intellectual Property rights or the confidential and proprietary information, including Trade Secrets, of any Third Party. None of the Company IP has been the subject of a judicial finding or opinion, nor has the Company or any of its Subsidiaries received any written notice or claim challenging the ownership, validity, registrability, enforceability, use or licensed right to use any Intellectual Property. No claim or notice has been asserted against the Company or any of its Subsidiaries in writing or, to the Knowledge of the Company and the StockholdersCompany, orally, that the conduct of the business of the Company or any of its Subsidiaries as currently conducted infringes in any material respect upon or misappropriates the Intellectual Property rights or the confidential and proprietary information, including Trade Secrets, of any Third Party, in each case, except with respect to claims or notices that have been fully resolved. The Company and each of its Subsidiaries have has timely paid all filing, examination, issuance, post registration and maintenance fees, annuities and the like associated with or required with respect to the Company Registered IP, and all documents, recordations and certificates necessary to be filed by the Company or its Subsidiaries to maintain the effectiveness of the Company Registered IP have been filed with the relevant patent, copyright, trademark or other authorities in the United States or foreign jurisdictions, as the case may be, so that no item required to be listed in Schedule 2.11(a)-1 or 2to 4, has lapsed, expired or been abandoned or canceled other than in the Ordinary Course.