Schedule 5.01 sets forth each fictitious name under which Seller or Clinsite has conducted business.įlexi Buddy's, LLC ("Flexi Buddy's") (formed in Delaware) is a specialty retailer engaged in the business of leasing and selling consumer electronics, residential furniture, appliances and household accessories. Purchaser agrees to indemnify, defend and hold harmless Seller and Clinsite for Transfer Taxes (if any), including any deficiency, interest or penalty asserted with respect to thereto arising out of or in connection with the transactions effected pursuant to this Agreement. No representation or warranty made herein by Seller or Clinsite and no statement contained in any certificate or other instrument furnished or to be furnished to Purchaser by Seller or Clinsite in connection with the transactions contemplated by this Agreement contains or will contain an untrue statement of a material fact or omits to state any material fact necessary in order to make any representation, warranty, or other statement of Seller or Clinsite not misleading.Įxcept as disclosed on Schedule 5.14, (a) there are no licenses now outstanding or other rights granted to third parties under any Material Intellectual Property, and (b) neither Seller nor Clinsite is a party to any agreement or understanding with respect to any Material Intellectual Property.Įach of Seller and Clinsite is a corporation duly organized, validly existing, and in good standing under the laws of the state of its incorporation and has all requisite corporate power and authority to own and lease its properties and assets and to conduct its business as now conducted. Karin Anderson Ponzer, Executive Director of the Pace Community Law Practice (PCLP).
PCLP PACE LAW PRO
This Agreement has been duly executed and delivered by Seller and Clinsite and constitutes their valid and binding obligation, enforceable against each of them in accordance with its terms. Appendix 1: Acknowledgment of Law Firms that Provided Pro Bono. An Act to make further provision in relation to the powers and duties of the police, persons in police detention, criminal evidence, police discipline and complaints against the police to provide. In just six months, the PCLP has provided quality, affordable legal services to almost 200 individuals and families in immigration, employment, benefits, and family law. No Subsidiary of Clinsite or Seller is managing (as opposed to selling or generating leads for) Phase III clinical trials. Launched in September 2012, the Pace Community Law Practice (PCLP) is a first-of-its-kind legal residency and incubator program where recent Pace Law School graduates serve as Fellows intensively learning legal practice under the supervision of experienced attorneys and gaining the tools to create solo and small practices. To the Knowledge of Seller and Clinsite, (i) neither Seller nor Clinsite has entered into any agreement not to compete with any Person, and (ii) subject to the execution of the agreements in connection with the Closing releasing any such obligations to Clinsite or any Subsidiary, neither Davis, Gessner nor any other employee of Seller to be employed by Purchaser has done so.
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