There is a Schedule 3.16 cited in the abridged 8-K (merger agreement) that lists Intellectual Property (IP) owned by AEGY. That schedule is not available for viewing in the public version posted at OTCM. This passage is from that abridged 8-K. As a footnote, a companion schedule for SKTO is not mentioned in the 8-K.
3.16 Intellectual Property
AEGY owns, or is licensed or otherwise possesses adequate rights to use, all of the Intellectual Property that is material to the current business of and used by AEGY as of the date hereof (collectively, the 'AEGY Intellectual Property'
in the manner that it is currently used by AEGY, and such ownership, licenses and rights will not be affected by the consummation of the transactions contemplated by this Agreement.
Schedule 3.16 contains a true and complete list of all (i) AEGY Intellectual
Property as of the date of this Agreement that is registered with any
Governmental Entity or for which application for such registration has been
made in the name of the AEGY or in the name of any employee, officer, agent or
director of AEGY and (ii) domain names and uniform resource locaters (URLs)
owned by AEGY or registered in AEGY's name (the Intellectual Property referred
to in the preceding clauses (i) and (ii) being referred to herein collectively as
'AEGY Registered Intellectual Property', including in each case each
applicable registration or application number, registration date, expiration or
renewal date, name of registry (for domain names) and jurisdiction of
registration.
AEGY has taken all actions necessary to maintain and protect the AEGY Registered Intellectual Property, including payment of applicable maintenance fees, filing of applicable statements of use, timely response to office actions, and disclosure of any required information. AEGY has complied with all necessary notice and marking requirements for the AEGY Registered Intellectual Property.
None of the AEGY Registered Intellectual Property has been
adjudged invalid or unenforceable in whole or in part and, to the Knowledge of
AEGY, all AEGY Registered Intellectual Property is valid and enforceable.
AEGY has not received written notice from any Third Party alleging any
interference, infringement, misappropriation or violation by AEGY of any
rights of any Third Party to any Intellectual Property and, to the Knowledge of
AEGY, AEGY has not interfered with, infringed upon, misappropriated or
violated any rights of any Third Party to any Intellectual Property. To the
Knowledge of AEGY, no Third Party has interfered with, infringed upon,
misappropriated or violated any AEGY Intellectual Property. AEGY has not
entered into any exclusive license or agreement relating to any AEGY
Intellectual Property with, Third Parties.
AEGY does not owe any royalties or payments to any Third Party for using or licensing to others any AEGY Intellectual.
AEGY is not a party to any agreement, or has any other obligation to
indemnify any Person against a claim of infringement of or misappropriation
by any AEGY Intellectual Property.
3.16 Intellectual Property
AEGY owns, or is licensed or otherwise possesses adequate rights to use, all of the Intellectual Property that is material to the current business of and used by AEGY as of the date hereof (collectively, the 'AEGY Intellectual Property'
in the manner that it is currently used by AEGY, and such ownership, licenses and rights will not be affected by the consummation of the transactions contemplated by this Agreement. Schedule 3.16 contains a true and complete list of all (i) AEGY Intellectual
Property as of the date of this Agreement that is registered with any
Governmental Entity or for which application for such registration has been
made in the name of the AEGY or in the name of any employee, officer, agent or
director of AEGY and (ii) domain names and uniform resource locaters (URLs)
owned by AEGY or registered in AEGY's name (the Intellectual Property referred
to in the preceding clauses (i) and (ii) being referred to herein collectively as
'AEGY Registered Intellectual Property'
, including in each case each applicable registration or application number, registration date, expiration or
renewal date, name of registry (for domain names) and jurisdiction of
registration.
AEGY has taken all actions necessary to maintain and protect the AEGY Registered Intellectual Property, including payment of applicable maintenance fees, filing of applicable statements of use, timely response to office actions, and disclosure of any required information. AEGY has complied with all necessary notice and marking requirements for the AEGY Registered Intellectual Property.
None of the AEGY Registered Intellectual Property has been
adjudged invalid or unenforceable in whole or in part and, to the Knowledge of
AEGY, all AEGY Registered Intellectual Property is valid and enforceable.
AEGY has not received written notice from any Third Party alleging any
interference, infringement, misappropriation or violation by AEGY of any
rights of any Third Party to any Intellectual Property and, to the Knowledge of
AEGY, AEGY has not interfered with, infringed upon, misappropriated or
violated any rights of any Third Party to any Intellectual Property. To the
Knowledge of AEGY, no Third Party has interfered with, infringed upon,
misappropriated or violated any AEGY Intellectual Property. AEGY has not
entered into any exclusive license or agreement relating to any AEGY
Intellectual Property with, Third Parties.
AEGY does not owe any royalties or payments to any Third Party for using or licensing to others any AEGY Intellectual.
AEGY is not a party to any agreement, or has any other obligation to
indemnify any Person against a claim of infringement of or misappropriation
by any AEGY Intellectual Property.
