Common use of Covenants Relating to Copyrights Clause in Contracts

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not do any act or knowingly omit to do any act whereby any Copyright may become invalidated; (B) not do any act, or knowingly omit to do any act, whereby any Copyright may become injected into the public domain; (C) notify the Administrative Agent immediately if it knows, or has reason to know, that any Copyright could reasonably be expected to become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other country) regarding an Obligor’s ownership of any such Copyright or its validity; (D) take all necessary steps as it shall deem appropriate under the circumstances, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each Copyright owned by an Obligor including, without limitation, filing of applications for renewal where necessary; and (E) promptly notify the Administrative Agent of any material infringement of any Copyright of an Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iii) Not make any agreement in conflict with the security interest in the Copyrights of each Obligor hereunder, except to the extent that the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction).

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any registered Copyright may become invalidated; invalidated unless such invalidation could not reasonably be expected to have a Material Adverse Effect and (BA) not do any act, or knowingly omit to do any act, whereby any registered Copyright may become injected into the public domain; , unless such act or omission could not reasonably be expected to have a Material Adverse Effect, (CB) notify the Administrative Agent immediately if it knows, or has reason to know, knows that any registered Copyright could reasonably be expected to may become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other countryStates) regarding an Obligora Grantor’s ownership of any such Copyright or its validity; , in each case, that would reasonably be expected to have a Material Adverse Effect, (DC) take all necessary steps as it shall deem appropriate under the circumstances, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each Copyright owned by an Obligor a Grantor including, without limitation, filing of applications for renewal where necessary; , unless failure to do so could not reasonably be expected to have a Material Adverse Effect and (ED) promptly notify the Administrative Agent of any material infringement of any Copyright of an Obligor a Grantor of which it becomes aware that would reasonably be expected to have a Material Adverse Effect and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iiiii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each Obligor hereunder, except Grantor hereunder that would reasonably expected to the extent that the term result in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction)a Material Adverse Effect.

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any material Copyright may become invalidated; invalidated and (BA) not do any act, or knowingly omit to do any act, whereby any material Copyright may become injected into the public domain; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, that any material Copyright could reasonably be expected to may become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other country) regarding an Obligor’s 's ownership of any such Copyright or its validity; (DC) take all necessary steps as it shall deem appropriate under the circumstances, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each material Copyright owned by an Obligor including, without limitation, filing of applications for renewal where necessary; and (ED) promptly notify the Administrative Agent of any material infringement of any material Copyright of an Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each Obligor hereunder, except to the extent that the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction).

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any material Copyright may become invalidated; invalidated and (BA) not do any act, or knowingly omit to do any act, whereby any material Copyright may become injected into the public domain; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, that any material Copyright could reasonably be expected to become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other country) regarding an Obligor’s 's ownership of any such Copyright or its validity; (DC) take all necessary steps as it shall deem appropriate under the circumstances, circumstances to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each material Copyright owned by an Obligor including, without limitation, filing of applications for renewal where necessary; and (ED) promptly notify the Administrative Agent of any material infringement of any material Copyright of an Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iii) Not make any assignment or agreement in conflict with the security interest in the material Copyrights of each Obligor hereunder, except to for the extent that sale or other disposition of assets as permitted under the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction)Credit Agreement.

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any Copyright may become invalidated; invalidated and (BA) not do any act, or knowingly omit to do any act, whereby any material Copyright may become injected into the public domain; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, that any material Copyright could reasonably be expected to become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other country) regarding an Obligor’s ownership of any such Copyright or its validity; (DC) take all necessary steps as it shall deem appropriate under the circumstances, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each material Copyright owned by an Obligor including, without limitation, filing of applications for renewal where necessary; and (ED) promptly notify the Administrative Agent of any material infringement of any material Copyright of an Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each Obligor hereunder, except to the extent that the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction).

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected With respect to have a Material Adverse Effectany Copyright that is material to the Credit Party’s business, (A) not do any act or knowingly omit to do any act whereby any Copyright may become invalidated; invalidated and (BA) not do any act, or knowingly omit to do any act, whereby any such Copyright may become injected into the public domain; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, that any such Copyright that is material to a Credit Party’s business could reasonably be expected to become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other country) regarding an Obligor’s ownership of any such Copyright or its validity; (DC) take all necessary steps as it shall deem appropriate under the circumstances, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each such Copyright owned by an Obligor including, without limitation, filing of applications for renewal where necessary, except where the failure to maintain such Copyright would not reasonably be expected to have a Material Adverse Effect; and (ED) promptly notify the Administrative Agent of any material infringement of any Copyright of an Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement, except where the failure to enforce such rights would not reasonably be expected to have a Material Adverse Effect. (iii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each Obligor hereunder, except to the extent that the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction).

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any registered Copyright may become invalidated; invalidated unless such invalidation could not reasonably be expected to have a Material Adverse Effect and (BA) not do any act, or knowingly omit to do any act, whereby any registered Copyright may become injected into the public domain, unless such act or omission could not reasonably be expected to have a Material Adverse Effect; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, knows that any registered Copyright could reasonably be expected to may become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other countryStates) regarding an Obligora Grantor’s ownership of any such Copyright or its validity, in each case, that would reasonably be expected to have a Material Adverse Effect; (DC) take all necessary steps as it shall deem appropriate under the circumstances, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each Copyright owned by an Obligor a Grantor including, without limitation, filing of applications for renewal where necessary, unless failure to do so could not reasonably be expected to have a Material Adverse Effect; and (ED) promptly notify the Administrative Agent of any material infringement of any Copyright of an Obligor a Grantor of which it becomes aware that would reasonably be expected to have a Material Adverse Effect and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iiiii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each Obligor hereunder, except Grantor hereunder that would reasonably expected to the extent that the term result in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction)a Material Adverse Effect.

Covenants Relating to Copyrights. (i) Employ the Copyright for each material Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any Copyright may become invalidated; invalidated unless such Obligor determines that such Copyright is no longer useful or necessary in its business and (BA) not do any act, or knowingly omit to do any act, whereby any material Copyright may become injected into the public domain; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, that any material Copyright could reasonably be expected to become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States States, Canada or any other country) regarding an Obligor’s ownership of any such Copyright or its validity; (DC) take all necessary steps as it shall deem appropriate under the circumstances, circumstances to maintain and pursue each material application (and to obtain the relevant registration) and to maintain each registration of each material Copyright owned by an Obligor including, without limitation, filing of applications for renewal where necessary; and (ED) promptly notify the Administrative Agent of any material infringement of any material Copyright of an Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each Obligor hereunder, except to the extent that the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction).

Covenants Relating to Copyrights. (i) Employ the Copyright Copyrights included in the Collateral for each material published Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any material Copyright included in the Collateral may become invalidated; invalidated and (BA) not do any act, or knowingly omit to do any act, whereby any material Copyright included in the Collateral may become injected into the public domain; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, that any material Copyright could reasonably be expected to included in the Collateral may become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other country) regarding an such Obligor’s 's ownership of any such Copyright or its validity; (DC) take all necessary steps as it shall deem appropriate under the circumstances, to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each material Copyright owned by an such Obligor including, without limitation, filing of applications for renewal where necessary; and (ED) promptly notify the Administrative Agent of any material infringement of any material Copyright of an such Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement, unless, in such Obligor's reasonable good faith judgment, there is a valid business reason to taking or omitting to take any such action. (iii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each such Obligor hereunder, except to the extent that the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction).

Covenants Relating to Copyrights. To the extent a Copyright is material to the business of the Obligors taken as a whole and comprises an item of Material Intellectual Property: (i) Employ the such Copyright for each material applicable Work with such notice of copyright as may be required by law to secure copyright protection. (ii) Except as could not reasonably be expected to have a Material Adverse Effect, (A) not Not do any act or knowingly omit to do any act whereby any such Copyright may become invalidated; invalidated and (BA) not do any act, or knowingly omit to do any act, whereby any such Copyright may become injected into the public domain; (CB) notify the Administrative Agent immediately if it knows, or has reason to know, that any such Copyright could reasonably be expected to become injected into the public domain or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in any court or tribunal in the United States or any other country) regarding an Obligor’s the ownership of any such Copyright or its validity; (DC) take all necessary steps as it shall deem appropriate under the circumstances, circumstances to maintain and pursue each application (and to obtain the relevant registration) and to maintain each registration of each such Copyright owned by an Obligor including, without limitation, filing of applications for renewal where necessary; and (ED) promptly notify the Administrative Agent of any material infringement of any such Copyright of an Obligor of which it becomes aware and take such actions as it shall reasonably deem appropriate under the circumstances to protect such Copyright, including, where appropriate, the bringing of suit for infringement, seeking injunctive relief and seeking to recover any and all damages for such infringement. (iii) Not make any assignment or agreement in conflict with the security interest in the Copyrights of each Obligor such Copyright hereunder, except to the extent that the term in such agreement creating such conflict is ineffective under applicable law (including Sections 9-406, 9-407, 9-408 and 9-409 of the UCC of any relevant jurisdiction).