Common use of Valid Ownership Clause in Contracts

Valid Ownership. Seller owns or has a valid right to use, sell, license, dispose of, and bring actions for the infringement, dilution, misappropriation of other violation of each of the items of Domestic Transferred Intellectual Property, free and clear of all liens, security interests, encumbrances and other claims. Seller is the owner of record for all registrations in the United States for the Registered Trademarks. All registrations in the United States for the Registered Trademarks are valid and in good standing, all necessary registration, maintenance and renewal fees in connection with the Registered Trademarks have been paid and all necessary documents have been filed with the U.S. Patent and Trademark Office for the purposes of maintaining the Registered Trademarks and there are no pending or, to Seller’s Knowledge, threatened cancellation proceedings or litigation with respect thereto against Seller. Seller is the applicant of record for all applications listed on Schedule 1.1B for registration of any Unregistered Marks and no opposition, extension of time to oppose, or final refusal to register has been received in connection with any such application. To Seller’s Knowledge, no Person other than Seller and Affiliates of Seller has any right to use any of the Registered Trademarks on the class of goods set forth in Seller’s registration, either in identical form or in such near resemblance thereto as to be likely, when applied to the goods of any such Person, to cause confusion as to the source of such goods.