definiens: shall mean the screening of antigens against the CAT Antibody Library and the isolation of single - chain Fv fragments from the CAT Antibody Libary ; -70 - Confidential Treatment Requested by letter dated February 20, 2002 10.2.4 CAT is not in breach of any material provisions of any agreements with Third Parties ( including without limitation the CAT In - Licenses ) relating to the CAT Patent Rights ; 10.2.5 to CAT 's knowledge, as of the Effective Date, the total fees due under the CAT In - Licenses for the activities currently contemplated to be conducted by the Parties under this is no more than ! ; Y!}hl'idrtti*£-tnre~ " t Net Sales of any Collaboration Products ; 10.2.6 Except as scheduled on Exhibit 10.2.6, there is no claim, investigation, suit or proceeding pending or to the CAT 's knowledge there is no claim, investigation, suit, action or proceeding pending or, to CAT 's knowledge, expressly threatened, against CAT or any Third Party before or by any governmental entity, court or arbitrator that, individually or in the aggregate, could reasonably be expected to ( i ) materially impair the ability of CAT to perform any obligation under this Agreement ; ( ii ) prevent or materially delay or alter the consummation of any or all oftransactions contemplated hereby or ( iii ) result in the payment of a material sum by either CAT or ELAN as a result of any of the activities contemplated under this Agreement ; Il'!t&'tli l.!l . Z .. 1 10.2.8 Onera1"ion 10.3 Additional Representations and Warranties of ELAN . ELAN hereby represents and warrants to CAT that as of the Effective Date : 10.3.1 ELAN has the sole right, title and interest in and to the ELAN Patent Rights listed in Exhibit 1.41 ( 0 this Agreement ; 10.3.2 No ELAN Patent Rights are subject to, or were developed pursuant to any funding agreement with any government or government agency, except as provided in Exhibit 1.4 L to this Agreement ; 10.3.3 ELAN is not in breach of any material provisions of any agreements with Third Parties relating to the ELAN Patent Rights ; and -71 - Confidential Treatment Requested by letter dated February JO, 2002 10.3.4 Except as scheduled on Exhibit 10.3.4, there is no claim, investigation, suit or proceeding pending or to ELANts knowledge there is no claim, investigation, suit, action or proceeding pending before or by any governmental entity, court or arbitrator that, individually or in the aggregate, could reasonably be expected to ( i ) materially impair the ability of ELAN to perform any obligation under this Agreement ; ( ii ) prevent or materially delay or alter the consummation of any or all of transactions contemplated hereby or ( iii ) result in the payment of a material sum by either CAT or ELAN as a result of any of the activities contemplated under this Agreement