Intellectual Property; Licenses, Etc. Each Borrower and each of its Restricted Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except, in each case, where the failure of the same, either individually or in the aggregate, could not be reasonably be expected to have a Material Adverse Effect. No slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by either Borrower or any of its respective Restricted Subsidiaries infringes upon any rights held by any other Person, which infringements, individually or in the aggregate, could reasonably be excepted to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. Each BorrowerLoan Party and each of its Restricted SubsidiariesSubsidiary own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licensespatents and all other intellectual property rights that are reasonably necessary forused in the operation of their respective businesses, without conflict with the rights of any other Person, except, in each case, where the failurebusiness of the same, either individually orBorrowers and Restricted Subsidiaries, except to the extent that individually, or, in the aggregate, it could not be reasonably be expected to have a Material Adverse Effect. NoTo the best knowledge of each Loan Party, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed,employed by either Borrowerany Loan Party or any of its respective Restricted SubsidiariesSubsidiary infringes upon any rights held by any other Person, which infringements,Person except where such infringement could not reasonably be expected to have a Material Adverse Effect. Except as disclosed on [Schedule 6.17], no claim or litigation regarding any of the foregoing is pending or, to the best knowledge of each Loan Party, threatened, which, either individually or in the aggregate, could reasonably be exceptedexpected to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc. EachProperty. The Borrower and each of its Restricted Subsidiaries own,own or possess theare licensed or otherwise have full legal right to use,use all of the patents, trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licensesauthorizations and other intellectual property rights that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except, in each case,Person with respect thereto, except where the failureabsence of such rights or the same, eitherpresence of such conflicts could not, individually or in the aggregate, could not be reasonably be expected to have a Material Adverse Effect. No slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by either Borrower or any of its respective Restricted Subsidiaries infringes upon any rights held by any other Person, which infringements, individually or in the aggregate, could reasonably be excepted to have a Material Adverse Effect.

Intellectual Property; Licenses,Licenses; Etc. EachExcept as could not reasonably be expected to have a Material Adverse Effect, each of the Borrower and each of its Restricted Subsidiaries own,owns, or possesspossesses the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that areis reasonably necessary for the operation of their respective businesses,its businesses as presently conducted, without conflict with the rights of any other Person, except, in each case, wherePerson. To the failureknowledge of any Responsible Officer of the same, either individually or in the aggregate,Borrower and except as could not be reasonably be expected to have a Material Adverse Effect. NoEffect, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by eitherthe Borrower or any of its respective Restricted Subsidiaries infringes upon any rights held by any other Person, which infringements,Person. To the knowledge of any Responsible Officer of the Borrower, no claim or litigation regarding any of the foregoing is pending or threatened, which, either individually or in the aggregate, could reasonably be exceptedexpected to have a Material Adverse Effect. Set forth on [Schedule 5.11] is a list of # all material IP Rights registered or pending registration with the United States Copyright Office or the United States Patent and Trademark Office that as of the Closing Date a Loan Party owns and # all exclusive licenses of material IP Rights recorded with the United States Copyright Office or the United States Patent and Trademark Office as of the Closing Date.

Intellectual Property; Licenses, Etc. Each BorrowerLoan Party and each of its Restricted Subsidiaries own,own or possess the right to use,use all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except, in each case, where the failurePerson. No claim or litigation regarding any of the same,foregoing is pending or, to the best knowledge of the Borrower and its Subsidiaries, threatened, which either individually or in the aggregate, could not be reasonably be expected to have a Material Adverse Effect. No slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by either Borrower or any of its respective Restricted Subsidiaries infringes upon any rights held by any other Person, which infringements, individually or in the aggregate, could reasonably be excepted to have a Material Adverse Effect.

Section # Intellectual Property; Licenses, Etc. EachThe Borrower and each of its Restricted Subsidiaries own, license or possess the right to use,use all of the trademarks, service marks, trade names, domain names, copyrights, patents, patent rights, franchises, licenseslicenses, technology, software, know-how database rights, design rights and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, withoutbusinesses as currently conducted, and, to the knowledge of the Borrower, such IP Rights do not conflict with the rights of any other Person, except, in each case, whereexcept to the extent such failure of the same,to own, license or possess or such conflicts, either individually or in the aggregate, couldwould not reasonably be expected to have a Material Adverse Effect. To the knowledge of the Borrower, the business of any Loan Party or any of its Subsidiaries as currently conducted does not infringe upon, misappropriate or otherwise violate any IP Rights held by any Person except for such infringements, misappropriations and violations, individually or in the aggregate, which would not reasonably be expected to have a Material Adverse Effect. No sloganclaim or other advertising device, product, process, method, substance, part or other material now employed, or now contemplatedlitigation regarding any of the IP Rights, is filed and presently pending or, to be employed, by either Borrowerthe knowledge of the Borrower, presently threatened in writing against any Loan Party or any of its respective Restricted Subsidiaries infringes upon any rights held by any other Person, which infringements,Subsidiaries, which, either individually or in the aggregate, couldwould reasonably be exceptedexpected to have a Material Adverse Effect.

Each Borrower and each of its Restrictedtheir Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, franchises, licenses and other intellectual property rights (collectively, “IP Rights”) that are reasonably necessary for the operation of their respective businesses, without conflict with the rights of any other Person, except, in each case,except where the failure of the same, either individually or in the aggregate,such conflict could not be reasonably be expected to have a Material Adverse Effect. NoTo the knowledge of each Responsible Officer of the Borrowers after due and diligent investigation, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by either Borrowerthe Borrowers or any Subsidiary of its respective Restricted Subsidiariesany of them infringes upon any rights held by any other Person, which infringements,Person. Except as specifically disclosed in [Schedule 5.17], no claim or litigation regarding any of the foregoing is pending or, to the knowledge of each Responsible Officer of the Borrowers after due and diligent investigation, threatened in writing, which, either individually or in the aggregate, could reasonably be exceptedexpected to have a Material Adverse Effect.

Copyrights, Patents, Trademarks and Licenses, Etc.Etc Each Borrowerof the Borrowers and each of its Restrictedtheir Subsidiaries own,own or possessare licensed or otherwise have the right to use,use all of the patents, trademarks, service marks, trade names, copyrights, patents, patent rights,contractual franchises, licensesauthorizations and other intellectual property rights that are reasonably necessary in the best business judgment of the Borrowers for the operation of their respective businesses, without conflict with the rights of any other Person, except, in each case, where the failure of the same, either individually or in the aggregate,Person which could not be reasonably be expected to have a Material Adverse Effect. NoEffect To the best knowledge of the Borrowers, as of the date hereof, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by either Borrowerthe Borrowers or any of its respective Restricted SubsidiariesSubsidiary infringes upon any rights held by any other Person, which infringements, individuallyPerson and no claim or litigation regarding any of the foregoing is pending or threatened, and no patent, invention, device, application, principle or any statute, law, rule, regulation, standard or code is pending or, to the knowledge of the Borrowers, proposed, which, in the aggregate,any case, could reasonably be exceptedexpected to have a Material Adverse Effect.Effect

The Borrower and each of its Restricted Subsidiaries own, or possess the right to use, all of the trademarks, service marks, trade names, copyrights, patents, patent rights, trade secrets, know-how, franchises, licenses and other intellectual property rights that are reasonably necessary forused in the operation of their respective businesses, without conflict with the rights of any other Person, except, in each case, whereexcept to the extent the failure of the same, either individuallyto own or in the aggregate,possess such rights could not be reasonably be expected to have a Material Adverse Effect. No slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by either Borrower or any of its respective Restricted Subsidiaries infringes upon any rights held by any other Person, which infringements, individually or in the aggregate, could reasonably be excepted to have a Material Adverse Effect.

Intellectual Property; Licenses, Etc.Property. Each of the Borrower and each of its Restricted Subsidiaries own,owns, or possess the rightis licensed to use, all of the trademarks, service marks, trade names,tradenames, copyrights, patents, patent rights, franchises, licensespatents and other intellectual property rights that are reasonably necessary formaterial to its business, and the operation of their respective businesses, without conflict withuse thereof by the Borrower and its Subsidiaries does not infringe upon the rights of any other Person, except, in each case, where the failure of the same, eitherexcept for any such infringements that, individually or in the aggregate, could not be reasonably be expected to haveresult in a Material Adverse Effect. No slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by either Borrower or any of its respective Restricted Subsidiaries infringes upon any rights held by any other Person, which infringements, individually or in the aggregate, could reasonably be excepted to have a Material Adverse Effect.