Print Page  |  Close Window

Investor Relations

SEC Filings

8-K
GRAHAM HOLDINGS CO filed this Form 8-K on 05/06/1994
Entire Document
 
<PAGE>   45
Contracts being listed thereon under the caption "HT Joint Venture Contracts."
Except for the Contracts, the Blue Ridge Contracts and the HT Joint Venture
Contracts, none of Seller, Blue Ridge and the HT Joint Venture is a party to
any agreement or contract relating to, or used by any of Seller, Blue Ridge and
the HT Joint Venture in connection with, the conduct of the Businesses or the
respective business activities of Blue Ridge and the HT Joint Venture or to
which any of the Purchased Assets, Blue Ridge Assets or HT Joint Venture Assets
is subject.  Except to the extent specified on Schedule 5.1.9(a), no Related
Party (other than Blue Ridge or the HT Joint Venture) is a party to any such
Contract, Blue Ridge Contract or HT Joint Venture Contract.  Seller heretofore
has provided Purchasers with true, complete and correct copies of each of the
Contracts, Blue Ridge Contracts and HT Joint Venture Contracts (including all
amendments thereto) listed or described on Schedule 5.1.9(a) that are written
and true, complete and correct written summaries of the Contracts, Blue Ridge
Contracts and HT Joint Venture Contracts listed or described on Schedule
5.1.9(a) that are oral.

                 (b)      Each of Seller, Blue Ridge and the HT Joint Venture)
has performed all material obligations required to be performed by it to date
under the Contracts, Blue Ridge Contracts and HT Joint Venture Contracts,
respectively.  Neither Seller, Blue Ridge nor the HT Joint Venture nor, to
Seller's knowledge, any other party to any Contract, Blue Ridge Contract or HT
Joint Venture Contract has improperly terminated or is in breach or default
under such Contract, Blue Ridge Contract or HT Joint Venture Contract and there
exists no condition or event which, after the giving of notice or lapse of time
or both, would constitute any such breach, termination or default on the part
of Seller, Blue Ridge or the HT Joint Venture or, to Seller's knowledge, any
other party.  Each of the Contracts, Blue Ridge Contracts and HT Joint Venture
Contracts is in full force and effect and is a legal, binding and enforceable
obligation of Seller, Blue Ridge or the HT Joint Venture, respectively, and of
each of the other parties thereto.

         5.1.10. Intellectual Property.  (a) Attached as Schedule 5.1.10(a),
which Schedule may incorporate by reference appropriate matters listed or
described on other schedules to  this Agreement, is a true and complete listing
(including, to the extent applicable, by registration, application or file
number) of all patents, copyrights, trademarks, trade names, service marks,
call letters, assumed names, logos, and slogans, and all registrations of or
applications for registration of any of the foregoing, together with all other
material Intellectual Property Rights, used in the conduct of the Businesses
(collectively, the "Scheduled Intellectual Property Rights"), with all of the
Scheduled Intellectual Property Rights used in connection with Houston Business
being listed thereon under the caption "Houston Intellectual Property Rights"
and all of the Scheduled





                                      -36-