Common use of Duties of Borrower Clause in Contracts

Duties of Borrower. Borrower shall have the duty, to the extent desirable in the normal conduct of Borrower’s business and consistent with Borrower’s current business practices (i) to prosecute diligently any trademark applications or service xxxx applications that are part of the Trademarks pending as of the date hereof or thereafter until the termination of this Agreement, (ii) to make applications for trademarks and service marks as Borrower deems appropriate, and (iii) to take reasonable steps to preserve and maintain all of Borrower’s rights in the trademark applications, service xxxx applications and trademark and service xxxx registrations that are part of the Trademarks. Any expenses incurred in connection with the foregoing shall be borne by Borrower. Borrower shall not abandon any material trademark or service xxxx which is the subject of a registered trademark, service xxxx or application therefor and which is or, to Borrower’s knowledge, shall be necessary or economically desirable in the operation of the Borrower’s business. Borrower agrees to retain an experienced trademark attorney reasonably acceptable to Lender (Xxxxxxxxxx & Xxxxx, P.A. being acceptable to Lender) for the filing and prosecution of all such applications and other proceedings. Lender shall not have any duty with respect to the Trademarks. Without limiting the generality of the foregoing, Lender shall not be under any obligation to take any steps necessary to preserve rights in the Trademarks and Licenses against any other parties, but may do so at its option during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of Borrower and added to the Obligations secured hereby.

Duties of Borrower. Borrower shall have the duty, duty to the extent desirable in the normal conduct of Borrower’s business and consistent with Borrower’s current business practices practices: (i) to prosecute diligently any trademark applications or service xxxx applications patent application that are is part of the Trademarks Patents pending as of the date hereof or thereafter until the termination of this Agreement, (ii) to make applications for trademarks and service marks application on such unpatented but patentable inventions as Borrower deems appropriate, and (iii) to take reasonable steps to preserve and maintain all of Borrower’s rights in the trademark applications, service xxxx patent applications and trademark and service xxxx registrations patents that are part of the TrademarksPatents. Any expenses incurred in connection with the foregoing shall be borne by Borrower. Borrower shall not abandon any material trademark right to file a patent application or service xxxx which is the subject of a registered trademark, service xxxx any pending patent application or application therefor and patent which is or, to Borrower’s knowledge, shall be necessary or economically desirable in the operation of the Borrower’s business. Borrower agrees to retain an experienced trademark patent attorney reasonably acceptable to Lender (Xxxxxxxxxx & Xxxxx, P.A. being acceptable to Lender) for the filing and prosecution of all such applications and other proceedings. Lender shall not have any duty with respect to the TrademarksPatents and Licenses. Without limiting the generality of the foregoing, Lender shall not be under any obligation to take any steps necessary to preserve rights in the Trademarks and Patents or Licenses against any other parties, but may do so at its option during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of Borrower and added to the Obligations secured hereby.

Duties of Borrower. Borrower shall have the duty, to the extent desirable in the normal conduct of Borrower’s business and consistent with Borrower’s current business practices (i) The Credit Parties shall at all times have electronic access to prosecute diligently data, concerning the payment status of each HC Claim and the related Payors’ names and addresses. In the event any trademark applications or service xxxx applications that are part HC Case Proceeds become payable by a new Payor during the term hereof, the Borrower shall promptly (and in any event, within five (5) Business Days) notify the Administrative Agent in writing of such new Payor, which notice shall include the Trademarks pending as name, address and other contact information of the date hereof or thereafter until the termination such Payor and a schedule of this Agreement, HC Claims subject to such new Payor. (ii) The Credit Parties shall hold (in physical or electronic form) in trust for the Administrative Agent all Records that evidence or relate to make applications for trademarks and service marks as Borrower deems appropriatethe Collateral or that are otherwise necessary or desirable to collect HC Case Proceeds, and shall, as soon as reasonably practicable upon demand of the Administrative Agent, deliver or make available to the Administrative Agent all such Records at a place selected by the Administrative Agent; provided, that, the Credit Parties have not and shall not be required to disclose to the Administrative Agent any information relating to any HC Claim that is privileged and/or confidential under applicable Disciplinary Rules or pursuant to the CAA and/or the CRSA. Unless and until such Records are delivered to the Administrative Agent, the Credit Parties agree that it will, respectively, maintain possession of such Records as agent for the Administrative Agent for purposes of perfecting the Administrative Agent’s security interest therein. All such Records shall be conspicuously marked with a notice stating that a security interest in such Records has been granted to the Administrative Agent hereunder. (iii) The Credit Parties agree that HC Case Proceeds includes any HC Case Proceeds that are due to take reasonable steps the Borrower or Assignee and paid to preserve a Credit Party or any Affiliate of a Credit Party (in error) and maintain the Owner Pledgor and Borrower shall (and shall cause any of their Affiliates that receives such HC Case Proceeds to) promptly notify the Administrative Agent, the Servicer and the Account Administrator in writing, and deposit all of Borrower’s rights such HC Case Proceeds, whether in the trademark applicationsform of cash, service xxxx applications checks, notes, drafts, bills of exchange, money orders or otherwise into the Collection System in accordance with Section 7.9(a) in precisely the form in which they are received (but with any endorsements 63 #194770820_v13 of such Credit Party or Affiliate, as applicable, necessary for deposit or collection), and trademark until they are so deposited to hold such payments in trust for and service xxxx registrations that are part as the property of the Trademarks. Any expenses incurred in connection with the foregoing shall be borne by Borrower. Borrower shall not abandon any material trademark or service xxxx which is the subject of a registered trademark, service xxxx or application therefor and which is or, to Borrower’s knowledge, shall be necessary or economically desirable in the operation of the Borrower’s business. Borrower agrees to retain an experienced trademark attorney reasonably acceptable to Lender (Xxxxxxxxxx & Xxxxx, P.A. being acceptable to Lender) for the filing and prosecution of all such applications and other proceedings. Lender shall not have any duty with respect to the Trademarks. Without limiting the generality of the foregoing, Lender shall not be under any obligation to take any steps necessary to preserve rights in the Trademarks and Licenses against any other parties, but may do so at its option during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of Borrower and added to the Obligations secured herebyAdministrative Agent.

Duties of Borrower. Borrower shall have the duty, to the extent desirable in the normal conduct of Borrower’s business and consistent with Borrower’s current business practices duty (i) to file and prosecute diligently any trademark applications or service xxxx applications mark xxxlication that are is part of the Trademarks pending as of the date hereof or thereafter until the termination of this Agreementthereafter, (ii) to make applications for trademarks and service marks application on Trademarks, as Borrower deems appropriate, and (iii) to take reasonable steps to preserve and maintain all of Borrower’s rights in the trademark applications, service xxxx applications and trademark and service xxxx registrations that are part of the Trademarks. Any expenses incurred in connection with the foregoing this PARAGRAPH 8 shall be borne by Borrower. Borrower shall not abandon any right to file a trademark application or any pending trademark application without the consent of Lender, if such abandonment could have a material trademark adverse effect on Borrower's business, operations or service xxxx which is the subject of a registered trademark, service xxxx or application therefor and which is or, financial condition. If Borrower fails to Borrower’s knowledge, shall be necessary or economically desirable in the operation comply with any of the foregoing duties, Lender may do so in Borrower’s business. 's name to the extent permitted by law, but at Borrower's expense, and Borrower hereby agrees to retain an experienced trademark attorney reasonably acceptable reimburse Lender in full for all expenses, including the reasonable fees and disbursements of counsel incurred by Lender in protecting, defending and maintaining the Collateral. In the event that Borrower shall fail to Lender (Xxxxxxxxxx & Xxxxxpay when due any fees required to be paid by it hereunder, P.A. being acceptable or shall fail to Lender) for the filing and prosecution of all such applications and discharge any lien or security interest prohibited hereby, or shall fail to comply with any other proceedings. Lender shall not have any duty with respect to the Trademarks. Without limiting the generality of the foregoinghereunder, Lender may, but shall not be under any obligation to take any steps necessary to preserve rights in required to, pay, satisfy, discharge or bond the Trademarks and Licenses against any other parties, but may do so at its option during same for the continuance account of an Event of DefaultBorrower, and all reasonable expenses incurred in connection therewith moneys so paid out shall be for the sole account Liabilities of Borrower repayable on demand, together with interest at the rate of interest applicable to Revolving Loans under the Loan and added to the Obligations secured herebySecurity Agreement.

Duties of Borrower. Borrower shall have the duty, to the extent desirable in the normal conduct of Borrower’s business and consistent with Borrower’s current business practices (i) The Credit Parties shall at all times have electronic access to prosecute diligently data, concerning the payment status of each HC Claim and the related Payors’ names and addresses. In the event any trademark applications or service xxxx applications that are part HC Case Proceeds become payable by a new Payor during the term hereof, the Borrower shall promptly (and in any event, within five (5) Business Days) notify the Administrative Agent in writing of such new Payor, which notice shall include the Trademarks pending as name, address and other contact information of the date hereof or thereafter until the termination such Payor and a schedule of this Agreement, HC Claims subject to such new Payor. (ii) The Credit Parties shall hold (in physical or electronic form) in trust for the Administrative Agent all Records that evidence or relate to make applications for trademarks and service marks as Borrower deems appropriatethe Collateral or that are otherwise necessary or desirable to collect HC Case Proceeds, and shall, as soon as reasonably practicable upon demand of the Administrative Agent, deliver or make #200345476_v12 available to the Administrative Agent all such Records at a place selected by the Administrative Agent; provided, that, the Credit Parties have not and shall not be required to disclose to the Administrative Agent any information relating to any HC Claim that is privileged and/or confidential under applicable Disciplinary Rules or pursuant to the CAA and/or the CRSA. Unless and until such Records are delivered to the Administrative Agent, the Credit Parties agree that it will, respectively, maintain possession of such Records as agent for the Administrative Agent for purposes of perfecting the Administrative Agent’s security interest therein. All such Records shall be conspicuously marked with a notice stating that a security interest in such Records has been granted to the Administrative Agent hereunder. (iii) The Credit Parties agree that HC Case Proceeds includes any HC Case Proceeds that are due to take reasonable steps the Borrower or Assignee and paid to preserve a Credit Party or any Affiliate of a Credit Party (in error) and maintain the Owner Pledgor and Borrower shall (and shall cause any of their Affiliates that receives such HC Case Proceeds to) promptly notify the Administrative Agent, the Servicer and the Account Administrator in writing, and deposit all of Borrower’s rights such HC Case Proceeds, whether in the trademark applicationsform of cash, service xxxx applications checks, notes, drafts, bills of exchange, money orders or otherwise into the Collection System in accordance with Section 7.9(a) in precisely the form in which they are received (but with any endorsements of such Credit Party or Affiliate, as applicable, necessary for deposit or collection), and trademark until they are so deposited to hold such payments in trust for and service xxxx registrations that are part as the property of the Trademarks. Any expenses incurred in connection with the foregoing shall be borne by Borrower. Borrower shall not abandon any material trademark or service xxxx which is the subject of a registered trademark, service xxxx or application therefor and which is or, to Borrower’s knowledge, shall be necessary or economically desirable in the operation of the Borrower’s business. Borrower agrees to retain an experienced trademark attorney reasonably acceptable to Lender (Xxxxxxxxxx & Xxxxx, P.A. being acceptable to Lender) for the filing and prosecution of all such applications and other proceedings. Lender shall not have any duty with respect to the Trademarks. Without limiting the generality of the foregoing, Lender shall not be under any obligation to take any steps necessary to preserve rights in the Trademarks and Licenses against any other parties, but may do so at its option during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of Borrower and added to the Obligations secured herebyAdministrative Agent.