OR OTHER RIGHTS HAVE BEEN GRANTED OR AGREED TO BE GRANTED BY ANY GROUP
COMPANY TO ANY PERSON IN RESPECT OF ANY INTELLECTUAL PROPERTY OWNED, ENJOYED OR
EXPLOITED BY THE GROUP COMPANIES.
8.2
SUFFICIENCY
The Intellectual Property owned by the Group is all the Intellectual Property
necessary for the operation of the business of the Group Companies as now
conducted.
8.3
INFRINGEMENT
8.3.1
NO GROUP COMPANY HAS INFRINGED THE INTELLECTUAL PROPERTY RIGHTS OF
ANY OTHER PERSON NOR DOES THE BUSINESS OF THE GROUP (AND OF ANY LICENSEE UNDER A
LICENCE GRANTED BY THE COMPANY) AS CARRIED ON NOW OR AT ANY TIME IN THE PAST,
INCLUDING BUT NOT LIMITED TO THE USE BY ANY GROUP COMPANY OF THE BUSINESS
INTELLECTUAL PROPERTY, INFRINGE ANY INTELLECTUAL PROPERTY RIGHTS OF ANY OTHER
PERSON (OR WOULD DO SO IF THE SAME WERE VALID) OR GIVE RISE TO A LIABILITY TO
PAY COMPENSATION PURSUANT TO THE PATENTS ACT 1977 SS 40 AND 41 OR GIVE RISE TO A
LIABILITY OR PAY A ROYALTY OR LIKE FEE.
8.3.2
AS FAR AS THE WARRANTOR IS AWARE (HAVING MADE NO ENQUIRIES OF ANY
PERSON NOT BEING A DIRECTOR OR A MEMBER OF THE MANAGEMENT TEAM OF ANY GROUP
COMPANY), NO THIRD PARTY IS INFRINGING OR MISUSING THE INTELLECTUAL PROPERTY
OWNED, ENJOYED OR EXPLOITED BY ANY GROUP COMPANY.
8.4
COMPUTER SOFTWARE
8.4.1
THE COMPUTER SOFTWARE AND PROGRAMS AND ALL MANUALS AND OPERATOR
GUIDES USED BY THE GROUP ARE EITHER OWNED BY IT OR HELD BY IT ON LICENCE. THE
GROUP WILL CONTINUE TO ENJOY EXCLUSIVE POSSESSION AND CONTROL OF ALL COMPUTER
HARDWARE, SOFTWARE AND NETWORKS AFTER COMPLETION.
8.4.2
THE GROUP HAS IN FORCE SOFTWARE SUPPORT CONTRACTS FOR ALL ITEMS OF
SUCH SOFTWARE WHICH IT USES FOR WHICH SUPPORT CONTRACTS SHOULD IN ACCORDANCE
WITH GOOD BUSINESS PRACTICE BE IN FORCE AND THERE IS NO REASON TO BELIEVE THAT
THOSE CONTRACTS WILL NOT BE RENEWED BY THE OTHER CONTRACTING PARTY UPON THEIR
EXPIRY (IF SO REQUIRED BY THE GROUP) UPON SUBSTANTIALLY SIMILAR TERMS TO THOSE
NOW APPLICABLE.
8.4.3
THERE ARE NO MATERIAL DEFECTS RELATING TO THE COMPUTER HARDWARE,
SOFTWARE, NETWORKS OR OTHER INFORMATION TECHNOLOGY OWNED, USED, SUPPLIED, SOLD
OR EXPLOITED BY ANY GROUP COMPANY AND THEREFORE, THE GROUP HAS THE CAPACITY AND
PERFORMANCE NECESSARY TO ENABLE IT TO FULFIL ITS PRESENT AND CURRENT BUSINESS
NEEDS.
8.5
DATA PROTECTION ACT
8.5.1
THE GROUP COMPANIES HAVE COMPLIED IN ALL RESPECTS WITH THE
PROVISIONS OF THE DATA PROTECTION ACT 1984 (AS AMENDED, AND WHERE SUCH
PROVISIONS HAVE NOT BEEN SUPERSEDED BY THE DATA PROTECTION ACT 1998) AND THE
DATA PROTECTION ACT 1998 ("DPA") AND THE PRINCIPLES CONTAINED IN THE DPA.
9
CONSTITUTION
9.1
INTRA VIRES
The Group Companies have the power to carry on their business as now conducted
intra vires.
9.2
REGISTER OF MEMBERS
The registers of members of the Group Companies have been properly kept.
9.3
POWERS OF ATTORNEY
The Group Companies have not executed any power of attorney or conferred on any
person other than their directors, officers and employees