Common use of Covenants Regarding Patent, Trademark and Copyright Collateral Clause in Contracts

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereof, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's business may imminently become abandoned, lost or dedicated to the public other than by expiration, or of any materially adverse determination or development, excluding office actions and similar determinations in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's business, including, when applicable and necessary in such Guarantor's reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereof, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required required, in all material respects, under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's ’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Administrative Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expiration, or of any materially adverse determination or development, excluding office actions and similar determinations in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Administrative Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Administrative Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Administrative Agent may reasonably request to evidence the Collateral Administrative Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing prosecuting each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's ’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Administrative Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's ’s right, title and interest thereunder to (in the Collateral Administrative Agent's ’s sole discretion) the designee of the Collateral Administrative Agent or the Collateral Administrative Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Indenture: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual quarterly basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixthree-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of DefaultDefault following the Discharge of Senior Lender Claims, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral AgentAgent in accordance with, and to the extent consistent with, the terms of the Intercreditor Agreement.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material necessary to the normal conduct of such Guarantor's business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's business, (i) maintain such Trademark in full force free from any adjudication claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required to the extent necessary and sufficient to establish and preserve its rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's business that it publishesbusiness, displays continue to publish, reproduce, display, adopt and distributes, use distribute the work with appropriate copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows or has reason to know that any Patent, Trademark or Copyright material necessary to the normal conduct of such Guarantor's business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, ) regarding such Guarantor's ownership of any such material Patent, Trademark or Copyright Copyright, its right to register the same or its right to register or to keep and maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country or any political subdivision thereof filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof to maintaining maintain and pursuing pursue each material application relating to any Patent, Trademark and/or Copyright (and obtaining to obtain the relevant grant or registration) material necessary to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material necessary to the normal conduct of such Guarantor's business, including, when applicable and necessary in such Guarantor's reasonable business judgment, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable consistent with good business judgment, to initiate opposition, interference and cancellation cancelation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material necessary to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable consistent with good business judgment, promptly contact xxx for infringement, misappropriation or dilution and to recover any and all damages for such third partyinfringement, and if necessary in its reasonable business judgment, xxx and recover damagesmisappropriation or dilution, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts circumstances to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all protect such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.Article 9

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from knowingly doing any act or knowingly omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material owned Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-non use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofon all material respects, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-third party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's ’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, (excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country), regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's ’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright Copyright, in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Indenture or any Other First Lien Agreement: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated invalidated, abandoned, lapsed or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lapsed, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, in each case to the extent such application or registration relates to Intellectual Property material to the normal course of such Pledgor’s business and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably reasonable or appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as not prohibited by the Credit Agreement: (a) Each Guarantor Except as otherwise determined in the reasonable business judgment of such Pledgor, each Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Except as otherwise determined in the reasonable business judgment of such Pledgor, each Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Except as otherwise determined in the reasonable business judgment of such Pledgor, each Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably reasonable or appropriate under the circumstances. (h) Upon the occurrence and during the continuance of an Event of Default, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as not prohibited by any Credit Documents: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Applicable Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become prematurely abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis on or about the time of delivery of financial statements for such year (commencing with the financial statements for the fiscal year ended December 31, 2012) of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Applicable Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, at the request of the Applicable Agent, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Applicable Agent's ’s sole discretion) the designee of the Collateral Applicable Agent or the Collateral Applicable Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereof, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required required, in all material respects, under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's ’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Administrative Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expiration, or of any materially adverse determination or development, excluding office actions and similar determinations in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Administrative Agent on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Administrative Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Administrative Agent may reasonably request to evidence the Collateral Administrative Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing prosecuting each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's ’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Administrative Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, upon the written request of the Administrative Agent, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each material IP Agreement to effect the assignment of all such Guarantor's ’s right, title and interest thereunder to (in the Collateral Administrative Agent's ’s sole discretion) the designee of the Collateral Administrative Agent or the Collateral Administrative Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Except as permitted by the Credit Agreement and, after the Discharge of Credit Agreement Obligations, not prohibited by any Senior Secured Note Indenture: vii. Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated invalidated, abandoned, lapsed or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (ba) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (cb) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use a copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (dc) Each Guarantor Pledgor shall notify the Collateral Agent Applicable Representative promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost lapsed or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (ed) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent Applicable Representative on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral AgentApplicable Representative, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent Applicable Representative may reasonably request to evidence the Collateral Agent's security interest Security Interest in such Patent, Trademark or Copyright. (fe) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (gf) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Agent Applicable Representative and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material necessary to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required to the extent necessary and sufficient to establish and preserve its rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's business that it publishes’s business, displays continue to publish, reproduce, display, adopt and distributes, use distribute the work with appropriate copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows or has reason to know that any Patent, Trademark or Copyright material necessary to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, ) regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright Copyright, its right to register the same or its right to register or to keep and maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country or any political subdivision thereof filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof to maintaining maintain and pursuing pursue each material application relating to any Patent, Trademark and/or Copyright (and obtaining to obtain the relevant grant or registration) material necessary to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material necessary to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's reasonable business judgment, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable consistent with good business judgment, to initiate opposition, interference and cancellation cancelation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material necessary to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable consistent with good business judgment, promptly contact xxx for infringement, misappropriation or dilution and to recover any and all damages for such third partyinfringement, and if necessary in its reasonable business judgment, xxx and recover damagesmisappropriation or dilution, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts circumstances to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all protect such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.Article 9

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's business, including, when applicable and necessary in such Guarantor's reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly not, do any act or omit do to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's business, as determined in such Guarantor's reasonable business judgment, may become prematurely invalidated or dedicated to the public, and agrees that it shall take all commercially reasonable steps with respect to any material products covered by any such a Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause (either itself or through its licensees or its sublicensees tosublicensees) will, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's business, as determined in such Guarantor's reasonable business judgment, (i) maintain such Trademark in full force free from any adjudication claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal Federal or foreign registration or claim of trademark or service xxxx as required to the extent necessary and sufficient to establish and preserve its rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-third party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause (either itself or through its licensees or its sublicensees tosublicensees) will, for each work covered by a material Copyright necessary to the normal conduct of Copyright, as determined in such Guarantor's reasonable business that it publishesjudgment, displays continue to publish, reproduce, display, adopt and distributes, use distribute the work with appropriate copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows or has reason to know that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's its business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, ) regarding such Guarantor's ownership of any such material Patent, Trademark or Copyright Copyright, its right to register the same, or its right to register or to keep and maintain the same. (e) Each In no event shall any Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each file an application by itselfwith respect to any Patent, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country filed during or any political subdivision thereof, unless it promptly informs the preceding six-month periodCollateral Agent and, and (ii) upon the reasonable request of the Collateral Agent, execute executes and deliver delivers any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright, and each Guarantor hereby appoints the Collateral Agent as its attorney-in-fact to execute and file such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed; such power, being coupled with an interest, is irrevocable. (f) Each Guarantor shall exercise its reasonable business judgment will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof, to maintaining maintain and pursuing pursue each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's business, including, when applicable and necessary as determined in such Guarantor's reasonable business judgment) relating to the Patents, Trademarks and/or registered Copyrights (and to obtain the relevant grant or registration) and to maintain each issued Patent and each registration of the Trademarks and registered Copyrights that is material to the conduct of any Guarantor's business (as determined in such Guarantor's reasonable business judgment), including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable consistent with good business judgment, to initiate opposition, interference and cancellation cancelation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know believe that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its any Guarantor's business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor promptly shall promptly notify the Collateral Agent and shall, if consistent with such Guarantor deems it necessary in its reasonable Guarantor's good business judgment, promptly contact take commercially reasonable actions, including suing for infringement, misappropriation or dilution and to recover any and all damages for such third partyinfringement, misappropriation or dilution (and if necessary in its reasonable business judgment, xxx and recover damagestake any actions required by applicable law prior to instituting such suit), and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts circumstances to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all protect such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.Article 9

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's business the Guarantors’ business, taken as a whole, may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's the Guarantors’ business, taken as a whole, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereof, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's business the Guarantors’ business, taken as a whole, that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's business the Guarantors’ business, taken as a whole, may imminently become abandoned, lost or dedicated to the public other than by expiration, or of any materially adverse determination or development, excluding office actions and similar determinations in the United States Patent and Trademark Office, United Dresser Guarantee and Collateral Agreement 21 States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application or registration by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any State of the United States or any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any State of the United States or any other country with respect to maintaining and pursuing prosecuting each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business the Guarantors’ business, taken as a whole, and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business the Guarantors’ business, taken as a whole, has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's ’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral Agent.. Dresser Guarantee and Collateral Agreement 22

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor Grantor agrees that it will not knowingly not, do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's business the Grantors' business, taken as a whole, may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps continue, consistent with respect past practice, to xxxx any material products covered by any such a Patent with the relevant patent number as necessary and sufficient to establish and preserve its rights under applicable patent laws, provided that this provision shall cease to apply with respect to any Patent with a Fair Market Carrying Value not in excess of $500,000 in the aggregate for each fiscal year, provided further that in such event the Grantor shall give written notice to the Collateral Agent identifying such Patent and indicating its Fair Market Carrying Value after the end of each fiscal quarter at the time the Borrower furnishes to the Administrative Agent the reports required by Section 5.01(b). (b) Each Guarantor will, and will use its commercially reasonable efforts to cause Grantor (either itself or through its licensees or its sublicensees tosublicensees) will, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's the Grantors' business, taken as a whole, (i) maintain such Trademark Trademark, consistent with past practice, in full force free from any adjudication claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark Trademark, if registered, consistent with past practice, with notice of federal Federal or foreign registration or claim of trademark or service xxxx as required to the extent necessary and sufficient to establish and preserve its maximum rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-third party rights, provided that this provision shall cease to apply with respect to any Trademark with a Fair Market Carrying Value not in excess of $500,000 in the aggregate for each fiscal year, provided further that in such event the Grantor shall give written notice to the Collateral Agent identifying such Trademark and indicating its Fair Market Carrying Value after the end of each fiscal quarater at the time the borrower furnishes to the Administrative Agent the reports required by Section 5.01(b). (c) Each Guarantor will, and will use its commercially reasonable efforts to cause Grantor (either itself or through its licensees or its sublicensees tosublicensees) will, consistent with past practice, for each work covered by a material Copyright necessary Copyright, continue to the normal conduct of xxxx such Guarantor's business that it publishes, displays and distributes, use work with appropriate copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (d) Each Guarantor Grantor shall notify the Collateral Agent promptly if it knows or has reason to know that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's business the Grantors' business, taken as a whole, may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentmaterial development (including the institution of, excluding office actions and similar determinations or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, ) regarding such GuarantorGrantor's ownership of any such material Patent, Trademark or Copyright Copyright, its right to register the same, or its right to register or to keep and maintain the same. (e) Each GuarantorIn the event that any Grantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each files an application by itself, or through any agent, employee, licensee or designee, for any Patent with Patent, Trademark or Copyright (or for the United States Patent and Trademark Office and each registration of any Trademark or Copyright Copyright) with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country filed during or any political subdivision thereof, it shall inform the preceding six-month periodCollateral Agent within 10 Business Days of such application, and (ii) and, upon the reasonable request of the Collateral Agent, it shall execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest Security Interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment Grantor will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof, to maintaining maintain and pursuing pursue each material application relating to any Patentmaterial Patents, Trademark Trademarks and/or Copyright Copyrights (and obtaining to obtain the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) each registration of the registrations of each Trademark Trademarks and each Copyright in each case Copyrights that is material to the normal conduct of such Guarantor's the Grantors' business, includingtaken as a whole, when applicable and necessary in such Guarantor's reasonable business judgment, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable consistent with good business judgment, to initiate opposition, interference and cancellation cancelation proceedings against third parties. (g) In the event that any Guarantor knows or Grantor has reason to know believe that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business the Grantors' business, taken as a whole, has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Grantor promptly shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable consistent with good business judgment, promptly contact xxx for infringement, misappropriation or dilution and to recover any and all damages for such third partyinfringement, and if necessary in its reasonable business judgment, xxx and recover damagesmisappropriation or dilution, and take such other reasonable actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts circumstances to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all protect such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.Article 9

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereof, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx mark as required required, in all material respects, under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's ’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expiration, or of any materially adverse determination or development, excluding office actions and similar determinations in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral AgentAgent (or the Credit Agreement Collateral Agent with respect to the comparable collateral pursuant to the Credit Agreement), execute and deliver any and all agreements, instruments, documents and papers as are necessary or that the Collateral Agent (or the Credit Agreement Collateral Agent with respect to the comparable collateral pursuant to the Credit Agreement) may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing prosecuting each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's ’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, upon the written request of the Collateral Agent, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each material IP Agreement to effect the assignment of all such Guarantor's ’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Credit Agreement: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force force, free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration registration, or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, the Puerto Rico Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform give notice to the Collateral Agent on a semi-annual basis concurrently with the delivery of financial statements pursuant to Section 5.04(a) of the Credit Agreement of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office or the Puerto Rico Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the Puerto Rico Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month periodperiod since the last notice to the Agent pursuant to this clause, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright; provided that the provisions hereof shall automatically apply to any thereto and any such Patent, Trademark or Copyright shall automatically constitute Collateral as if such would have constituted Collateral at the time of execution hereof and be subject to the Lien and security interest created by this Agreement without further action by any party. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the Puerto Rico Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, at the request of the Agent, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor Loan Party agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Loan Party’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect continue to xxxx any material products covered by any such a Patent with the relevant patent number as required under applicable law and as is necessary and sufficient to establish and preserve its maximum rights under applicable patent laws. (b) Each Guarantor Loan Party will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Loan Party’s business, (i) maintain such Trademark in full force force, free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) if registered, display such Trademark with notice of federal Federal or foreign registration or claim of trademark or service xxxx as required by applicable law to the extent necessary and sufficient to establish and preserve its maximum rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-third party rights. (c) Each Guarantor Loan Party will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a Copyright material Copyright necessary to the normal conduct of such Guarantor's business that it publishesLoan Party’s business, displays continue to publish, reproduce, display, adopt and distributes, use distribute the work with appropriate copyright notice as required under applicable law and as is necessary and sufficient to establish and preserve its maximum rights under applicable copyright laws. (d) Each Guarantor Loan Party shall notify the Collateral Agent promptly if it knows or has reason to know that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's its business may imminently become abandoned, lost lapsed or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, ) regarding such Guarantor's Loan Party’s ownership of any such material Patent, Trademark or Copyright Copyright, its right to register the same, or its right to register or to keep and maintain the same. (e) Each GuarantorIn the event that any Loan Party, either itself or through any agent, employee, licensee or designee, shall (i) inform file an application for the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country filed during or any political subdivision thereof, it shall inform the preceding six-month periodCollateral Agent within 15 Business Days of such application and, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreementsagreements (including any IP Security Agreements), instruments, documents and papers as the Collateral Agent may reasonably request (and provide) to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright, and each Loan Party hereby appoints the Collateral Agent as its attorney-in-fact to execute and file such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed; such power, being coupled with an interest, is irrevocable. (f) Each Guarantor shall exercise its reasonable business judgment Loan Party will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof, to maintaining maintain and pursuing pursue each material application relating to any Patentthe Patents, Trademark Trademarks and/or Copyright Copyrights (and obtaining to obtain the relevant grant or registration) material to the normal conduct of such Guarantor's Loan Party’s business and to maintain (i) each issued Patent and (ii) each registration of the registrations of each Trademark Trademarks and each Copyright in each case Copyrights that is material to the normal conduct of such Guarantor's any Loan Party’s business, including, when applicable and necessary in such Guarantor's reasonable business judgmentapplicable, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its consistent with reasonable business judgmentjudgment of such Loan Party, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know Loan Party believes that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its any Loan Party’s business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Loan Party promptly shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and shall take such other actions as are may be reasonably appropriate under the circumstances, which may include, if consistent with reasonable business judgment of such Loan Party, suit for infringement, misappropriation or dilution and recovery of any and all damages for such infringement, misappropriation or dilution. (h) Upon and during the continuance of an Event of Default, each Guarantor Loan Party shall use its commercially reasonable efforts to obtain all requisite consents or approvals from by the licensor under of each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment or sublicense of all such Guarantor's Loan Party’s right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or its designee for the Collateral Agentbenefit of the Term Loan Secured Parties.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that that, in such Pledgor’s reasonable business judgment, is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) . Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark that, in such Pledgor’s reasonable business judgment, is necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (cb) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright that, in such Pledgor’s reasonable business judgment, is necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (dc) Each Guarantor Pledgor shall notify the Collateral Administrative Agent promptly if it knows that any Patent, Trademark or Copyright that, in such Pledgor’s reasonable business judgment, is material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdetermination, excluding office actions and similar determinations in the United States Patent and Trademark Office, Office or the United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (ed) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Administrative Agent on a semi-quarterly basis (at the time of delivery of the quarterly financial statements pursuant to Section 5.04(b) of the Credit Agreement and annual basis financial statements pursuant to Section 5.04(a) of the Credit Agreement) of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixthree-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver file any and all agreements, instruments, documents and papers as are necessary or as the Collateral Administrative Agent may reasonably request to evidence the Collateral Administrative Agent's ’s security interest in such Patent, Trademark or Copyright. (fe) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) that, in such Pledgor’s reasonable business judgment, is material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright that is, in each case that is such Pledgor’s reasonable business judgment, material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (gf) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright that, in such Pledgor’s reasonable business judgment, is material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Administrative Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (hg) Upon and during the continuance of an Event of Default, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Administrative Agent's ’s sole discretion) the designee of the Collateral Administrative Agent or the Collateral Administrative Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor Grantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Grantor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect continue to xxxx any material products covered by any such a Patent with the relevant patent number as required under applicable law and as is necessary and sufficient to establish and preserve its maximum rights under applicable patent laws. (b) Each Guarantor Grantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Grantor’s business, (i) maintain such Trademark in full force force, free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) if registered, display such Trademark with notice of federal Federal or foreign registration or claim of trademark or service xxxx as required by applicable law to the extent necessary and sufficient to establish and preserve its maximum rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-third party rights. (c) Each Guarantor Grantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a Copyright material Copyright necessary to the normal conduct of such Guarantor's business that it publishesGrantor’s business, displays continue to publish, reproduce, display, adopt and distributes, use distribute the work with appropriate copyright notice as required under applicable law and as is necessary and sufficient to establish and preserve its maximum rights under applicable copyright laws. (d) Each Guarantor Grantor shall notify the Collateral Administrative Agent promptly if it knows or has reason to know that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's its business may imminently become abandoned, lost lapsed or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, ) regarding such Guarantor's Grantor’s ownership of any such material Patent, Trademark or Copyright Copyright, its right to register the same, or its right to register or to keep and maintain the same. (e) Each GuarantorIn the event that any Loan Party, either itself or through any agent, employee, licensee or designee, shall (i) inform file an application for the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country filed during or any political subdivision thereof, it shall inform the preceding six-month periodAdministrative Agent within 15 Business Days of such application and, and (ii) upon the reasonable request of the Collateral Administrative Agent, execute and deliver any and all agreementsagreements (including any IP Security Agreements), instruments, documents and papers as the Collateral Administrative Agent may reasonably request (and provide) to evidence the Collateral Administrative Agent's ’s security interest in such Patent, Trademark or Copyright, and each Grantor hereby appoints the Administrative Agent as its attorney-in-fact to execute and file such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed; such power, being coupled with an interest, is irrevocable. (f) Each Guarantor shall exercise its reasonable business judgment Grantor will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof, to maintaining maintain and pursuing pursue each material application relating to any Patentthe Patents, Trademark Trademarks and/or Copyright Copyrights (and obtaining to obtain the relevant grant or registration) material to the normal conduct of such Guarantor's Grantor’s business and to maintain (i) each issued Patent and (ii) each registration of the registrations of each Trademark Trademarks and each Copyright in each case Copyrights that is material to the normal conduct of such Guarantor's any Grantor’s business, including, when applicable and necessary in such Guarantor's reasonable business judgmentapplicable, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its consistent with reasonable business judgmentjudgment of such Loan Party, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know Grantor believes that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its any Grantor’s business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Grantor promptly shall promptly notify the Collateral Administrative Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and shall take such other actions as are may be reasonably appropriate under the circumstances, which may include, if consistent with reasonable business judgment of such Loan Party, suit for infringement, misappropriation or dilution and recovery of any and all damages for such infringement, misappropriation or dilution. (h) Upon and during the continuance of an Event of Default, each Guarantor Grantor shall use its commercially reasonable efforts to obtain all requisite consents or approvals from by the licensor under of each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment or sublicense of all such Guarantor's Grantor’s right, title and interest thereunder to (in the Collateral Agent's sole discretion) Administrative Agent or its designee for the designee benefit of the Collateral Agent or the Collateral AgentSecured Parties.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor Grantor agrees that it will not knowingly not, and it will exercise its best efforts to ensure that its licensees will not, do any act act, or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) , whereby any Patent that which is material to the normal conduct of such GuarantorGrantor's business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect continue to xxxx any material products covered by any such a Patent with the relevant patent number as necessary and sufficient to establish and preserve its maximum rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause Grantor (either itself or through its licensees or its sublicensees tosublicensees) will, for each Trademark material Trademark necessary to the normal conduct of such GuarantorGrantor's business, (i) maintain such Trademark in full force free from any adjudication claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal Federal or foreign registration or claim of trademark or service xxxx as required to the extent necessary and sufficient to establish and preserve its maximum rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-third party rights. (c) Each Guarantor Grantor (either itself or through licensees) will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work material to the conduct of Grantor's business covered by a material Copyright necessary Copyright, continue to publish, reproduce, display, adopt and distribute the normal conduct of such Guarantor's business that it publishes, displays and distributes, use work with appropriate copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (d) Each Guarantor Grantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's the business of the Grantors (taken as a whole) may imminently reasonably be expected to become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially material adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any such determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, ) regarding such GuarantorGrantor's ownership of any such material Patent, Trademark or Copyright or Copyright, its right to register the same, or to keep and maintain the same. (e) Each GuarantorIn the event that any Grantor shall, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each file an application by itself, or through any agent, employee, licensee or designee, for any Patent with Patent, Trademark or Copyright (or for the United States Patent and Trademark Office and each registration of any Trademark or Copyright Copyright) with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country filed during or any political subdivision thereof, such Grantor shall promptly thereafter inform the preceding six-month periodCollateral Agent of such action, and (ii) and, upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright, and such Grantor hereby appoints the Collateral Agent as its attorney-in-fact to execute and file such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed; such power, being coupled with an interest, is irrevocable. (f) Each Guarantor shall exercise its reasonable business judgment Grantor will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof, to maintaining maintain and pursuing pursue each material application relating to any Patentthe Patents, Trademark Trademarks and/or Copyright Copyrights (excluding applications which a Grantor abandons pursuant to good faith business considerations) (and obtaining to obtain the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) each registration of the registrations of each Trademark Trademarks and each Copyright in each case Copyrights that is material to the normal conduct of such Guarantor's businessthe business of the Grantors (taken as a whole), including, when applicable and necessary in such Guarantor's reasonable business judgment, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable consistent with good business judgment, to initiate opposition, interference and cancellation cancelation proceedings against third parties. (g) In the event that any Guarantor knows or Grantor has reason to know believe that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its the business of the Grantors (taken as a whole) has been or is about to be materially infringed, misappropriated or diluted by a third partyparty in any material respect, such Guarantor Grantor promptly shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable consistent with good business judgment, promptly contact xxx for infringement, misappropriation or dilution and to recover any and all damages for such third partyinfringement, and if necessary in its reasonable business judgment, xxx and recover damagesmisappropriation or dilution, and take such other actions as are reasonably appropriate under the circumstancescircumstances to protect such Collateral. (h) Upon and during While a Notice of Enforcement is in effect, if requested by the continuance of an Event of DefaultCollateral Agent, each Guarantor Grantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from by the licensor under of each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all of such GuarantorGrantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agentits designee.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Indenture or the Senior Lender Documents: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated invalidated, abandoned, lapsed or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx mxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or and its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use a copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the First Lien Agent and the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost lapsed or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, (excluding office actions and similar determinations or developments) in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark OfficeXxxxxx Xxxxxx Xxxxxx xxx Xxxxxxxxx Xxxxxx, the United States xxx Xxxxxx Xxxxxx Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Agent, shall execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may be reasonably request required to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the the Collateral Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx sxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's ’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's ’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's ’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as not prohibited by any Credit Documents: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Applicable Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become prematurely abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis on or about the time of delivery of financial statements for such year of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Applicable Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, at the request of the Applicable Agent, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Applicable Agent's ’s sole discretion) the designee of the Collateral Applicable Agent or the Collateral Applicable Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as not prohibited by any Credit Documents: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Applicable Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become prematurely abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's business, including, when applicable and necessary in such Guarantor's reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Credit Agreement: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force force, free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration registration, or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, the Puerto Rico Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's business, including, when applicable and necessary in such Guarantor's reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Indenture: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material necessary to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use a copyright notice as required necessary and sufficient to establish and preserve its rights under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, United States Copyright Office, any court Office or any similar office of any countryUnited States court, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis at the time of delivery of the financial statements pursuant to Section 4.02 of the Indenture of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark OfficeOffice (or any similar office in any State of the United States), or any Copyright with the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Credit Agreement: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark that is material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as to the extent required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright that is material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis at the time of delivery of financial statements for such year (commencing with the financial statements for the fiscal year ending December 31, 2017) of each application by itself, or through any agent, employee, licensee or designee, for any Patent or Trademark with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such United States federally registered or pending Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the its past practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) that is material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright Copyright, in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright that is material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, at the request of the Collateral Agent, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License that constitutes Article 9 Collateral to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral Agent; provided, however, that nothing contained in this Section 4.05(h) should be construed as an obligation of any Pledgor to incur any costs or expenses in connection with obtaining such approval.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Indenture, the Credit Agreement or any Other First Lien Agreement: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated invalidated, abandoned, lapsed or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lapsed, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, in each case to the extent such application or registration relates to Intellectual Property material to the normal course of such Pledgor’s business and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, Office or the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably reasonable or appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or as omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect continue to xxxx any material products covered by any such a Patent with the relevant patent number as necessary and sufficient to establish and preserve its maximum rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause (either itself or through its licensees or its sublicensees tosublicensees) will, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal Federal or foreign registration or claim of trademark or service xxxx as required to the extent necessary and sufficient to establish and preserve its maximum rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-third party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause (either itself or through its licensees or its sublicensees tosublicensees) will, for each work covered by a material Copyright necessary Copyright, continue to publish, reproduce, display, adopt and distribute the normal conduct of such Guarantor's business that it publishes, displays and distributes, use work with appropriate copyright notice as required necessary and sufficient to establish and preserve its maximum rights under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows or has reason to know that any Material Patent, Trademark or Copyright material to the normal conduct of such Guarantor's business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any such determination or development in any proceeding in the United States Patent and Trademark Office, Office United States Copyright Office, Canadian Intellectual Property Office or any court or any similar office of any country, ) regarding such Guarantor's ’s ownership of any such material Patent, Patent Trademark or Copyright Copyright, its right to register the same, or its right to register or to keep and maintain the same. (e) Each In no event shall any Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform file an application or registration, as the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designeecase may be, for any Patent with the United States Patent and Trademark Office and each registration of any Material Patent, Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office, Canadian Intellectual Property Office or any comparable office or agency in any political subdivision of the United States or in any other country filed during or any political subdivision thereof, unless it promptly informs the preceding six-month periodCollateral Agent, and (ii) and, upon the reasonable request of the Collateral Agent, execute executes and deliver delivers any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Material Patent, Trademark or Copyright, and each Guarantor hereby appoints the Collateral Agent as its attorney-in-fact to execute and file such writings for the foregoing purposes, all acts of such attorney being hereby ratified and confirmed; such power, being coupled with an interest, is irrevocable. (f) Each Guarantor shall exercise its reasonable business judgment will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office, Canadian Intellectual Property Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof, to maintaining maintain and pursuing pursue each material application relating to any Patent, Trademark and/or Copyright the Material Patents. Trademarks or Copyrights (and obtaining to obtain the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) each registration of the registrations of each Trademark Trademarks and each Copyright in each case Copyrights that is material to the normal conduct of such any Guarantor's ’s business, including, when applicable and necessary in such Guarantor's reasonable business judgment, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable consistent with good business judgment, to initiate opposition, interference and cancellation cancelation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know believe that any Article 9 Personal Property Collateral consisting of a Material Patent, . Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor promptly shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable consistent with good business judgment, promptly contact xxx for infringement, misappropriation or dilution and to recover any and all damages for such third partyinfringement, and if necessary in its reasonable business judgment, xxx and recover damagesmisappropriation or dilution, and take such other actions as are reasonably appropriate under the circumstancescircumstances to protect such Personal Property Collateral. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable its best efforts to obtain all requisite consents or approvals from by the licensor under of each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's ’s right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agentits designee.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from knowingly doing any act or knowingly omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material owned Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-non use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofon all material respects, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx mxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-third party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's ’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, (excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country), regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's ’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright Copyright, in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Credit Agreement: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Administrative Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Administrative Agent on a semi-annual quarterly basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixthree-month period, and (ii) upon the reasonable request of the Collateral Administrative Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Administrative Agent may reasonably request to evidence the Collateral Administrative Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the Collateral Administrative Agent and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover any and all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor Pledgor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's Pledgor’s right, title and interest thereunder to (in the Collateral Administrative Agent's ’s sole discretion) the designee of the Collateral Administrative Agent or the Collateral Administrative Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated invalidated, abandoned, lapsed or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as marx xx required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use a copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the First Lien Agent (or, if the First-Lien Termination Date has occurred, the Collateral Agent Agent) promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost lapsed or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each GuarantorPledgor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-an annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding sixtwelve-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers necessary or as the Collateral Agent may otherwise reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or CopyrightCopyright and the perfection thereof. (f) Each Guarantor Pledgor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's Pledgor’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's Pledgor’s business, including, when applicable and necessary in such Guarantor's Pledgor’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor Pledgor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor Pledgor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor Pledgor shall promptly notify the First Lien Agent (or, if the First-Lien Termination Date has occurred, the Collateral Agent Agent) and shall, if such Guarantor Pledgor deems it necessary in its reasonable business judgment, promptly contact such third party, sue xxd recover any and if necessary in its reasonable business judgment, xxx and recover all damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereof, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's business may imminently become abandoned, lost or dedicated to the public other than by expiration, or of any materially adverse determination or development, excluding office actions and similar determinations in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's business, including, when applicable and necessary in such Guarantor's reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement Copyright License, Patent License or Trademark License to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. Except as permitted by the Credit Agreement: (a) Each Guarantor Pledgor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's Pledgor’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's Pledgor’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor Pledgor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's Pledgor’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor Pledgor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's Pledgor’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or development, excluding office actions and similar determinations or developments, in the United States Patent and Trademark Office, the Puerto Rico Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's Pledgor’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's business, including, when applicable and necessary in such Guarantor's reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor The Borrower agrees that it will not knowingly do any act or omit do to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or as omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's its business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect continue to xxxx any material products covered by any such a Patent with the relevant patent number as necessary and sufficient to establish and preserve its maximum rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause The Borrower (either itself or through its licensees or its sublicensees tosublicensees) will, for each Trademark material Trademark necessary to the normal conduct of such Guarantor's its business, (i) maintain such Trademark in full force free from any adjudication claim of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereofTrademark, (iii) display such Trademark with notice of federal Federal or foreign registration or claim of trademark or service xxxx as required to the extent applicable and reasonably necessary and sufficient to establish and preserve its maximum rights under applicable law and (iv) not knowingly use or knowingly permit its licensees' the use of such Trademark in violation of any third-third party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause The Borrower (either itself or through its licensees or its sublicensees tosublicensees) will, for each work covered by a Copyright material Copyright necessary to the normal conduct of such Guarantor's business that it publishesits business, displays continue to publish, reproduce, display, adopt and distributes, use distribute the work with appropriate copyright notice as required necessary and sufficient to establish and preserve its maximum rights under applicable copyright laws. (d) Each Guarantor The Borrower shall notify the Collateral Agent promptly if it knows or reasonably suspects that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's the Borrower’s business may imminently become abandoned, lost or dedicated to the public other than by expirationpublic, or of any materially adverse determination or developmentdevelopment (including the institution of, excluding office actions and similar determinations or any determination or development in, any proceeding in the United States Patent and Trademark Office, United States Copyright Office, Office or any court or any similar office of any country, ) regarding such Guarantor's its ownership of any such material Patent, Trademark or Copyright Copyright, its right to register the same, or its right to register or to keep and maintain the same. (e) Each GuarantorIn no event shall the Borrower, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each file an application by itself, or through any agent, employee, licensee or designee, for any Patent with Patent, Trademark or Copyright (or for the United States Patent and Trademark Office and each registration of any Trademark or Copyright Copyright) with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country filed during or any political subdivision thereof, unless it promptly informs the preceding six-month periodCollateral Agent, and (ii) and, upon the reasonable request of the Collateral Agent, execute executes and deliver delivers any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright, and the Borrower hereby appoints the Collateral Agent as its attorney-in-fact to execute and file such writings for the foregoing purposes, all lawful acts of such attorney being hereby ratified and confirmed; such power, being coupled with an interest, is irrevocable. (f) Each Guarantor shall exercise its reasonable business judgment The Borrower will take all necessary steps that are consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any political subdivision of the United States or in any other country with respect or any political subdivision thereof, to maintaining maintain and pursuing pursue each material application relating to any Patentthe Patents, Trademark Trademarks and/or Copyright Copyrights (and obtaining to obtain the relevant grant or registration) material to the normal conduct of such Guarantor's business and to maintain (i) each issued Patent and (ii) each registration of the registrations of each Trademark Trademarks and each Copyright in each case Copyrights that is material to the normal conduct of such Guarantor's its business, including, when applicable and necessary in such Guarantor's reasonable business judgment, including timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in consistent with its reasonable business judgment, to initiate opposition, interference and cancellation cancelation proceedings against third parties. (g) In the event that any Guarantor the Borrower knows or has reason to know reasonably suspects that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor the Borrower promptly shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in consistent with its reasonable business judgment, promptly contact xxx for infringement, misappropriation or dilution and to recover any and all damages for such third partyinfringement, and if necessary in its reasonable business judgment, xxx and recover damagesmisappropriation or dilution, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts circumstances to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all protect such Guarantor's right, title and interest thereunder to (in the Collateral Agent's sole discretion) the designee of the Collateral Agent or the Collateral Agent.Article 9

Covenants Regarding Patent, Trademark and Copyright Collateral. (a) Each Guarantor agrees that it will not knowingly do any act or omit to do any act (and will exercise commercially reasonable efforts to prevent its licensees from doing any act or omitting to do any act) whereby any Patent that is material to the normal conduct of such Guarantor's ’s business may become prematurely invalidated or dedicated to the public, and agrees that it shall take commercially reasonable steps with respect to any material products covered by any such Patent as necessary and sufficient to establish and preserve its rights under applicable patent laws. (b) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each material Trademark necessary to the normal conduct of such Guarantor's ’s business, (i) maintain such Trademark in full force free from any adjudication of abandonment or invalidity for non-use, (ii) maintain the quality of products and services offered under such Trademark consistent with the quality of such products and services as of the date hereof, (iii) display such Trademark with notice of federal or foreign registration or claim of trademark or service xxxx mxxx as required under applicable law and (iv) not knowingly use or knowingly permit its licensees' ’ use of such Trademark in violation of any third-party rights. (c) Each Guarantor will, and will use its commercially reasonable efforts to cause its licensees or its sublicensees to, for each work covered by a material Copyright necessary to the normal conduct of such Guarantor's ’s business that it publishes, displays and distributes, use copyright notice as required under applicable copyright laws. (d) Each Guarantor shall notify the Collateral Agent promptly if it knows that any Patent, Trademark or Copyright material to the normal conduct of such Guarantor's ’s business may imminently become abandoned, lost or dedicated to the public other than by expiration, or of any materially adverse determination or development, excluding office actions and similar determinations in the United States Patent and Trademark Office, United States Copyright Office, any court or any similar office of any country, regarding such Guarantor's ’s ownership of any such material Patent, Trademark or Copyright or its right to register or to maintain the same. (e) Each Guarantor, either itself or through any agent, employee, licensee or designee, shall (i) inform the Collateral Agent on a semi-annual basis of each application by itself, or through any agent, employee, licensee or designee, for any Patent with the United States Patent and Trademark Office and each registration of any Trademark or Copyright with the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country filed during the preceding six-month period, and (ii) upon the reasonable request of the Collateral Agent, execute and deliver any and all agreements, instruments, documents and papers as the Collateral Agent may reasonably request to evidence the Collateral Agent's ’s security interest in such Patent, Trademark or Copyright. (f) Each Guarantor shall exercise its reasonable business judgment consistent with the practice in any proceeding before the United States Patent and Trademark Office, the United States Copyright Office or any comparable office or agency in any other country with respect to maintaining and pursuing prosecuting each material application relating to any Patent, Trademark and/or Copyright (and obtaining the relevant grant or registration) material to the normal conduct of such Guarantor's ’s business and to maintain (i) each issued Patent and (ii) the registrations of each Trademark and each Copyright in each case that is material to the normal conduct of such Guarantor's ’s business, including, when applicable and necessary in such Guarantor's ’s reasonable business judgment, timely filings of applications for renewal, affidavits of use, affidavits of incontestability and payment of maintenance fees, and, if any Guarantor believes necessary in its reasonable business judgment, to initiate opposition, interference and cancellation proceedings against third parties. (g) In the event that any Guarantor knows or has reason to know that any Article 9 Collateral consisting of a Patent, Trademark or Copyright material to the normal conduct of its business has been or is about to be materially infringed, misappropriated or diluted by a third party, such Guarantor shall promptly notify the Collateral Agent and shall, if such Guarantor deems it necessary in its reasonable business judgment, promptly contact such third party, and if necessary in its reasonable business judgment, xxx sxx and recover damages, and take such other actions as are reasonably appropriate under the circumstances. (h) Upon and during the continuance of an Event of Default, each Guarantor shall use commercially reasonable efforts to obtain all requisite consents or approvals from the licensor under each IP Agreement to effect the assignment of all such Guarantor's ’s right, title and interest thereunder to (in the Collateral Agent's ’s sole discretion) the designee of the Collateral Agent or the Collateral Agent.