Common use of Covenants Relating to Patents and Trademarks Clause in Contracts

Covenants Relating to Patents and Trademarks. Each Obligor shall: (a) (i) continue to use each Trademark in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) employ such Trademark with the appropriate notice of registration, (iv) not adopt or use any xxxx which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Secured Parties, shall obtain a perfected security interest in such xxxx pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any Trademark may become invalidated, (b) not do any act, or omit to do any act, whereby any Patent may become abandoned or dedicated, (c) promptly notify the Administrative Agent if it knows, or has reason to know, that any application or registration relating to any Patent or Trademark may become abandoned or dedicated, or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding an Obligor’s ownership of any such Patent or Trademark or its right to register the same or to keep, maintain and use the same, (d) whenever an Obligor, either by itself or through an agent, employee, licensee or designee, shall file an application for the registration of any Patent or Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, such Obligor shall report such filing to the Administrative Agent and the Secured Parties within five (5) Business Days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, an Obligor shall execute and deliver any and all agreements, instruments, documents and papers as the Administrative Agent may request to evidence the Administrative Agent’s and the Secured Parties’ security interest in any Patent or Trademark and the goodwill and General Intangibles of such Obligor relating thereto or represented thereby, (e) take all reasonably necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark Office, or any similar office or agency in any other country or any political subdivision thereof, to maintain and pursue each application, to obtain the relevant registration and to maintain each registration of the Patents and Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability, (f) promptly notify the Administrative Agent and the Secured Parties after it learns that any Patent or Trademark included in the Collateral is infringed, misappropriated or diluted by a third party and, to the extent such Obligor reasonably deems material to or economically desirable in the operation of such Obligor’s business, promptly xxx for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as it shall reasonably deem appropriate under the circumstances to protect such Patent or Trademark, and (g) not make any assignment or agreement in conflict with the security interest in the Patents or Trademarks of any Obligor hereunder.

Covenants Relating to Patents and Trademarks. Each Obligor Borrower shall: (a) (i) continue to use each Trademark in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) employ such Trademark with the appropriate notice of registration, (iv) not adopt or use any xxxx which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Secured Parties, shall obtain a perfected security interest in such xxxx pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any Trademark may become invalidated, (b) not do any act, or omit to do any act, whereby any Patent may become abandoned or dedicated, (c) promptly notify the Administrative Agent if it knows, or has reason to know, that any application or registration relating to any Patent or Trademark may become abandoned or dedicated, or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding an ObligorBorrower’s ownership of any such Patent or Trademark or its right to register the same or to keep, maintain and use the same, (d) whenever an ObligorBorrower, either by itself or through an agent, employee, licensee or designee, shall file an application for the registration of any Patent or Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, such Obligor Borrower shall report such filing to the Administrative Agent and the Secured Parties within five (5) Business Days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, an Obligor Borrower shall execute and deliver any and all agreements, instruments, documents and papers as the Administrative Agent may request to evidence the Administrative Agent’s and the Secured Parties’ security interest in any Patent or Trademark and the goodwill and General Intangibles of such Obligor Borrower relating thereto or represented thereby, (e) take all reasonably necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark Office, or any similar office or agency in any other country or any political subdivision thereof, to maintain and pursue each application, to obtain the relevant registration and to maintain each registration of the Patents and Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability, (f) promptly notify the Administrative Agent and the Secured Parties after it learns that any Patent or Trademark included in the Collateral is infringed, misappropriated or diluted by a third party and, to the extent such Obligor Borrower reasonably deems material to or economically desirable in the operation of such ObligorBorrower’s business, promptly xxx for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as it shall reasonably deem appropriate under the circumstances to protect such Patent or Trademark, and (g) not make any assignment or agreement in conflict with the security interest in the Patents or Trademarks of any Obligor Borrower hereunder.

Covenants Relating to Patents and Trademarks. Each Obligor shall: (a) (i) continue (A) Continue to use each material Trademark in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (iiB) maintain as in the past the quality of products and services offered under such Trademark, (iiiC) employ such Trademark with the appropriate notice of registration, (ivD) not adopt or use any xxxx which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Secured PartiesLenders, shall obtain a perfected security interest in such xxxx pursuant to this Security Agreement, and (vE) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any material Trademark may become invalidated, . (bii) not Not do any act, or omit to do any act, whereby any Patent may become abandoned or dedicated, to the extent that the same could reasonably be expected to have a Material Adverse Effect. (ciii) promptly Promptly notify the Administrative Agent if it knows, or has reason to know, that any application or registration relating to any Patent or Trademark may become abandoned or dedicated, or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding an Obligor’s 's ownership of any such Patent or Trademark or its right to register the same or to keep, maintain and use the same, in each case, to the extent the failure to do the same could reasonably be expected to have a Material Adverse Effect. (div) whenever Whenever an Obligor, either by itself or through an agent, employee, licensee or designee, shall file an application for the registration of any Patent or Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, such Obligor shall report such filing to the Administrative Agent and the Secured Parties Lenders within five (5) Business Days thirty days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, an Obligor shall execute and deliver any and all agreements, instruments, documents and papers as the Administrative Agent may request to evidence the Administrative Agent’s 's and the Secured Parties’ Lenders' security interest in any Patent or Trademark and the goodwill and General Intangibles of such Obligor relating thereto or represented thereby, . (ev) take Take all reasonably reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark Office, or any similar office or agency in any other country or any political subdivision thereof, to maintain and pursue each application, to obtain the relevant registration and to maintain each registration of the Patents and Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability, except to the extent that the failure to do so could not reasonably be expected to have a Material Adverse Effect. (fvi) promptly Promptly notify the Administrative Agent and the Secured Parties Lenders after it learns that any Patent or Trademark included in the Collateral is infringed, misappropriated or diluted by a third party and, to the an extent such Obligor that could reasonably deems material be expected to or economically desirable in the operation of such Obligor’s business, have a Material Adverse Effect and promptly xxx for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as it shall reasonably deem appropriate under the circumstances to protect such Patent or Trademark, and . (gvii) not Not make any assignment or agreement in conflict with the security interest in the Patents or Trademarks of any Obligor hereunderhereunder except for Permitted Liens and encumbrances or restrictions existing under or by reason of customary non-assignment provisions in agreements entered into in the ordinary course of business.

Covenants Relating to Patents and Trademarks. Each Obligor Borrower shall: (a) (i) continue to use each Trademark in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) employ such Trademark with the appropriate notice of registration, (iv) not adopt or use any xxxx mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Secured Parties, shall obtain a perfected security interest in such xxxx mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any Trademark may become invalidated, (b) not do any act, or omit to do any act, whereby any Patent may become abandoned or dedicated, (c) promptly notify the Administrative Agent if it knows, or has reason to know, that any application or registration relating to any Patent or Trademark may become abandoned or dedicated, or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding an ObligorBorrower’s ownership of any such Patent or Trademark or its right to register the same or to keep, maintain and use the same, (d) whenever an ObligorBorrower, either by itself or through an agent, employee, licensee or designee, shall file an application for the registration of any Patent or Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, such Obligor Borrower shall report such filing to the Administrative Agent and the Secured Parties within five (5) Business Days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, an Obligor Borrower shall execute and deliver any and all agreements, instruments, documents and papers as the Administrative Agent may request to evidence the Administrative Agent’s and the Secured Parties’ security interest in any Patent or Trademark and the goodwill and General Intangibles of such Obligor Borrower relating thereto or represented thereby, (e) take all reasonably necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark Office, or any similar office or agency in any other country or any political subdivision thereof, to maintain and pursue each application, to obtain the relevant registration and to maintain each registration of the Patents and Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability, (f) promptly notify the Administrative Agent and the Secured Parties after it learns that any Patent or Trademark included in the Collateral is infringed, misappropriated or diluted by a third party and, to the extent such Obligor Borrower reasonably deems material to or economically desirable in the operation of such ObligorBorrower’s business, promptly xxx sue for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as it shall reasonably deem appropriate under the circumstances to protect such Patent or Trademark, and (g) not make any assignment or agreement in conflict with the security interest in the Patents or Trademarks of any Obligor Borrower hereunder.

Covenants Relating to Patents and Trademarks. Each Obligor shall: (a) (i) continue to use each Trademark in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) employ such Trademark with the appropriate notice of registration, (iv) not adopt or use any xxxx mxxx which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Secured Parties, shall obtain a perfected security interest in such xxxx mxxx pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any Trademark may become invalidated, (b) not do any act, or omit to do any act, whereby any Patent may become abandoned or dedicated, (c) promptly notify the Administrative Agent if it knows, or has reason to know, that any application or registration relating to any Patent or Trademark may become abandoned or dedicated, or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office or any court or tribunal in any country) regarding an Obligor’s ownership of any such Patent or Trademark or its right to register the same or to keep, maintain and use the same, (d) whenever an Obligor, either by itself or through an agent, employee, licensee or designee, shall file an application for the registration of any Patent or Trademark with the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, such Obligor shall report such filing to the Administrative Agent and the Secured Parties within five (5) Business Days after the last day of the fiscal quarter in which such filing occurs. Upon request of the Administrative Agent, an Obligor shall execute and deliver any and all agreements, instruments, documents and papers as the Administrative Agent may request to evidence the Administrative Agent’s and the Secured Parties’ security interest in any Patent or Trademark and the goodwill and General Intangibles of such Obligor relating thereto or represented thereby, (e) take all reasonably necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark Office, or any similar office or agency in any other country or any political subdivision thereof, to maintain and pursue each application, to obtain the relevant registration and to maintain each registration of the Patents and Trademarks, including, without limitation, filing of applications for renewal, affidavits of use and affidavits of incontestability, (f) promptly notify the Administrative Agent and the Secured Parties after it learns that any Patent or Trademark included in the Collateral is infringed, misappropriated or diluted by a third party and, to the extent such Obligor reasonably deems material to or economically desirable in the operation of such Obligor’s business, promptly xxx sxx for infringement, misappropriation or dilution, to seek injunctive relief where appropriate and to recover any and all damages for such infringement, misappropriation or dilution, or take such other actions as it shall reasonably deem appropriate under the circumstances to protect such Patent or Trademark, and (g) not make any assignment or agreement in conflict with the security interest in the Patents or Trademarks of any Obligor hereunder.