Copyrights, Trademarks and Other Rights Sample Clauses

Copyrights, Trademarks and Other Rights. (a) The Items of Product listed on Schedule 3.8(a) hereto, comprise all of the Valuation Items of Product. Except as set forth on Schedule 3.8(a), the copyright registration number assigned to a Credit Party’s interest therein (when issued) and whether such Credit Party owns or licenses from a third party such Completed Items of Product are set forth across from the description of such Completed Item of Product, and as to each Valuation Item of Product listed on Schedule 3.8(a), the Credit Party owning or licensing a copyright therein has duly filed for recordation (or, on the Closing Date, will duly file for recordation) its interests in the United States Copyright Office. Schedule 3.8(a) also identifies the location of the best available Physical Materials related to each Valuation Item of Product owned by the Credit Parties. To the best of each Credit Party’s knowledge, all Valuation Items of Product and all component parts thereof do not violate or infringe upon any copyright, right of privacy or publicity, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, several, care, contract, property or copyright right or any other right of any Person or contain any libelous or slanderous material. Except as set forth in Schedule 3.12, there is no claim, suit, action or proceeding pending relating to the foregoing or, to the best of each Credit Party’s knowledge, threatened against any Credit Party or any other Person with respect to any Valuation Item of Product, and no Credit Party has any knowledge of any existing infringement by any other Person of any copyright or trademark held by any Credit Party with respect to any Valuation Item of Product which, in each case, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
AutoNDA by SimpleDocs
Copyrights, Trademarks and Other Rights. (a) On the date hereof and after giving effect to the Acquisition, the items of Product listed on Schedule 3.8(a)(i) hereto comprise all of the Product in which any Credit Party has any right, title or interest (either directly, through a joint venture or partnership or otherwise). Schedule 3.8(a)(ii) sets out a true and complete record of the copyright registration numbers and the character of the interests held by the relevant Credit Party for the items of Product listed on Schedule 3.8(a)(ii) are which have been duly recorded in the United States Copyright Office and the Canadian Intellectual Property Office and copies of all such recordations have been delivered to the Administrative Agent. Schedule 3.8(a)(ii) also identifies the location of the best available Physical Materials related to each item of Product owned by any Credit Party or to which any Credit Party has rights of access. To the best of each Credit Party's knowledge, all items of Product and all component parts thereof do not and will not violate or infringe upon any copyright, right of privacy, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, several, care, contract, property or copyright right or any other right of any Person, in any material respect or contain any libelous or slanderous material. There is no claim, suit, action or proceeding pending or, to the best of each Credit Party's knowledge, threatened against any Credit Party that involves a claim of infringement of any copyright with respect to any item of Product listed on Schedule 3.8(a)(i), and no Credit Party has any knowledge of any existing infringement by any other Person of any copyright held by any Credit Party with respect to any item of Product listed on Schedule 3.8(a)(i).
Copyrights, Trademarks and Other Rights. (a) The items of Product listed on Schedule 3.18(a) hereto comprise all of the Product in which any Loan Party has any ownership right, title or interest (either directly, through a joint venture or partnership or otherwise). The existing U.S. copyright registration number (or if not yet obtained, the registration status) for each of the items of Product set forth on Schedule 3.18(a) for which any Loan Party owns the underlying copyright or an interest in copyright are as set forth on Schedule 3.18(a). Schedule 3.18(a) also identifies the location of the Physical Materials related to each item of Product owned by any Loan Party or to which any Loan Party has rights of access. To each Loan Party’s knowledge, all items of Product and all component parts thereof do not and will not (i) violate or infringe upon any copyright, right of privacy, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, several, care, contract, property or copyright right or any other right of any Person, in any material respect or (ii) contain any libelous or slanderous material. There is no claim, suit, action or proceeding pending or, to the knowledge of the Borrower, threatened against any Loan Party that involves a claim of infringement of any copyright with respect to any item of Product listed on Schedule 3.18(a), and no Loan Party has any knowledge of any existing infringement by any other Person of any copyright held by any Loan Party with respect to any item of Product listed on Schedule 3.18(a).
Copyrights, Trademarks and Other Rights. (a) As of the Closing Date, Schedule 3.8(a) included: (i) the application filing dates or copyright registration numbers and name of the Credit Party that is the applicant or registrant for each U.S. copyright owned, in whole or in part, by a Credit Party in (x) Completed Pictures which have been commercially released in the U.S. (“Released Pictures”), (y) screenplays for Pictures which are not Released Pictures but have commenced or completed production, or which a Credit Party has otherwise elected to register (excluding with respect to screenplays, registrations issued before April 18, 2007 which in the aggregate are not material) (“Produced Screenplays”) and (z) items of Music Product for which a Credit Party has elected to obtain a registration, and (ii) the recordation filing dates or recordation numbers and dates, for each acquisition of a Completed Picture for which a Credit Party obtained the U.S. distribution rights (an “Acquired Picture”) other than with respect to non-theatrical direct to video Pictures for which a Credit Party obtained less than all of the United States distribution rights and did not obtain the copyright in and to such Picture, or which a Credit Party has otherwise elected to record (it being understood that with respect to any such Acquired Pictures acquired prior to April 18, 2007, Schedule 3.8(a) will only list the titles thereof). As of the date hereof, each Credit Party that owns a copyright, in whole or in part, to a Completed Picture or Produced Screenplay, has registered such copyright, or has filed an application for registration of such copyright, with the U.S. Copyright Office. As of the date hereof, each Credit Party that obtained the U.S. distribution rights to a Completed Picture has recorded an instrument of transfer, or has filed an instrument of transfer for recordation, with the U.S. Copyright Office in respect of its rights to such Acquired Picture (with the exception of Acquired Pictures acquired prior to April 18, 2007 and non-theatrical direct to video Pictures for which a Credit Party obtained less than all of the United States distribution rights and did not obtain the copyright in and to such Picture). To the best of each Credit Party’s knowledge, (A) all such Pictures and all component parts thereof do not and will not violate or infringe upon any copyright, right of privacy, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, civil, contra...
Copyrights, Trademarks and Other Rights. (a) The Items of Product listed on Schedule 3.8(a) comprise all of the Items of Product (other than development projects) in which any Credit Party has any right, title or interest (either directly, through a joint venture, partnership license or otherwise, other than a Revenue Participation, which will be set forth on Schedule 3.8(d)). Set forth across from the title of each such Item of Product on Schedule 3.8(a) is listed (i) the copyright registration number (or with respect to pending applications for registration, the filing receipt/control number, when available), (ii) the name of the relevant copyright registrant (or, with respect to pending applications the applicant for copyright registration), and (iii) the nature of all interests held by the relevant Credit Party (i.e., whether owned by, optioned by, assigned to, and/or licensed to, such Credit Party) in such Items of Product. The Credit Party holding such interests has duly recorded or caused to be duly recorded (or, with respect to pending applications for registration, has submitted for recordation) such interests with the U.S. Copyright Office and has delivered copies of all such recordations to the Administrative Agent (it being understood that prior to initial theatrical release in the case of Pictures and the initial broadcast or streaming of the final episode of a “season” or production cycle in the case of Programs and Digital Product, the only recordation required under this provision for such Item of Product will be with regard to the chain of title for the underlying intellectual property and for the script in existence prior to the commencement of principal photography thereof). Schedule 3.8(a) also identifies the location of the best available Physical Materials owned by any Credit Party or to which any Credit Party has a right to access in relation to each Item of Product. All such Items of Product and all component parts thereof do not and will not violate or infringe upon any copyright, right of privacy, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, civil, contract, property or copyright right or any other right of any Person or contain any libelous or slanderous material, other than, in each case, either individually or in the aggregate, which could not reasonably be expected to have a Material Adverse Effect. There is no claim, suit, action or proceeding pending or, to the best of each Credit Party’s knowledge...
Copyrights, Trademarks and Other Rights. (a) On the date hereof, the Qualifying Picture listed on Schedule 3.8(a) hereto comprise all of the Qualifying Pictures in which any Credit Party has any right, title or interest (either directly, through a joint venture or partnership or otherwise). In addition, Schedule 3.8(a) sets out a true and complete record of the copyright registration numbers and the character of the interests held by the relevant Credit Party for the Qualifying Picture listed on Schedule 3.8(a) which have been duly recorded in the United States Copyright Office and copies of all such recordations have been made available to the Administrative Agent. To the best of each Credit Party’s knowledge, all Qualifying Picture and all component parts thereof do not and will not violate or infringe upon any copyright, right of privacy, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, several, care, contract, property or copyright right or any other right of any Person, in any material respect or contain any libelous or slanderous material. There is no claim, suit, action or proceeding pending or, to the best of each Credit Party’s knowledge, threatened against any Credit Party that involves a claim of infringement of any copyright with respect to any Qualifying Picture listed on Schedule 3.8(a), and no Credit Party has any knowledge of any existing infringement by any other Person of any copyright held by any Credit Party with respect to any Qualifying Picture listed on Schedule 3.8(a).
Copyrights, Trademarks and Other Rights. Schedule 3 (as updated by the Borrower from time to time in connection with the acquisition or transfer of any such rights) lists all registered copyright interests, registered trademarks and registered patents owned by the Borrower. The Borrower has duly recorded, or caused to be duly recorded, its Copyrights, Trademarks and Patents, if any, in the United States Copyright Office and the United States Patent and Trademark Office, as applicable, and has delivered copies of all such recordations to the Lender. There is no claim, suit, action or proceeding pending or, to the Borrower’s knowledge, threatened against Borrower that involves a claim of infringement of any Copyright, Trademark or Patent which, in each case, either individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect on Borrower on a consolidated basis.
AutoNDA by SimpleDocs
Copyrights, Trademarks and Other Rights. (a) On the --------------------------------------- date hereof, the Pictures listed on Schedule 3.7(a) comprise all of the Pictures in which the Borrower has any right, title or interest. The copyright registration number and the character of the interests held by the Borrower for the Pictures listed on Schedule 3.7(a) are set forth across from the description of such Picture and as to each item listed on Schedule 3.7(a) hereto the Borrower holding such interests has duly recorded its interests in the United States Copyright Office and has delivered copies of all such recordation to the Administrative Agent. Schedule 3.7(a) shall identify the location of the best available physical materials related to each Picture owned by the Borrower. To the best of the Borrower's knowledge, all Pictures owned by the Borrower do not violate or infringe upon any copyright, right of privacy, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, several, contract or copyright right or any other right of any Person or contain any libelous or slanderous material other than to an extent which is either not material or for which coverage is provided in existing insurance policies. Except as set forth on Schedule 3.11, there is no claim, suit, action or proceeding pending or, to the best of the Borrower's knowledge, threatened against the Borrower that involves a claim of infringement of any copyright with respect to any Picture listed on Schedule 3.7(a) and the Borrower has no knowledge of any existing infringement by any other Person of any copyright held by the Borrower with respect to any Picture listed on Schedule 3.7(a).
Copyrights, Trademarks and Other Rights. (a) (i) Schedule 5.19(a) (as such Schedule may be updated from time to time by written notice to the Administrative Agent) lists all of the Covered Products and any other United States copyrights in which any Credit Party has (or, as of the Closing Date, will have) any right, title or interest. The copyright registration number (or with respect to pending applications for registration, the filing receipt/control number), the name of the relevant registrant (or, with respect to pending applications the applicant for copyright registration) and the nature of all interests held by the relevant Credit Party (i.e., whether owned by, assigned to or licensed to, such Credit Party) therein are set forth across from the title of such Covered Product on Schedule 5.19(a). The Credit Party holding such interests has duly recorded or caused to be duly recorded (or, with respect to pending applications for registration, has submitted for recordation) such interests with the United States Copyright Office and has delivered copies of all such recordations (or, as applicable, submissions) to the Administrative Agent to the extent required under this Agreement.
Copyrights, Trademarks and Other Rights. (a) On the date hereof, the items of Product listed on Schedule 3.8(a) comprise all of the Product in which any Credit Party has any right, title or interest (either directly or through a joint venture or partnership), and the copyright registration number and the character of the interests held by the Credit Party for such items of Product (other than items of Product that, in the aggregate, account for no more than 10% of the total value of all items of Product listed on Schedule 3.8(a)) are set forth across from the description of such item of Product. As to each item listed on Schedule 3.8(a) hereto the Credit Party holding such interests has duly recorded its interests in the United States Copyright Office and has delivered copies of all such recordation to the Administrative Agent. Schedule 3.8(a) shall identify the best available Physical Materials related to items of Product owned by Borrowers (other than items of Product that, in the aggregate, account for no more than 10% of the total value of all items of Product listed on Schedule 3.8(a)) and the location of all such Physical Materials. To the best of each Credit Party's knowledge, all items of Product and all component parts thereof do not and will not violate or infringe upon any copyright, right of privacy, trademark, patent, trade name, performing right or any literary, dramatic, musical, artistic, personal, private, several, care, contract or copyright right or any other right of any Person or contain any libelous or slanderous material other than to an extent which is either not material or for which coverage is provided in existing insurance policies. There is no claim, suit, action or, to the best of each Credit Party's knowledge, proceeding pending or threatened against any Credit Party that involves a claim of infringement of any copyright with respect to any item of Product listed on Schedule 3.8(a) and no Credit Party has knowledge of any existing infringement by any other Person of any copyright held by any Credit Party with respect to any item of Product listed on Schedule 3.8(a).
Time is Money Join Law Insider Premium to draft better contracts faster.