Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, to: (i) prosecute diligently any patent application that is part of the Patents pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's business. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither Agent nor any Lender shall have any duty with respect to the Patents and Licenses. Without limiting the generality of the foregoing, neither Agent nor any Lender shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but may do so at its option from and after the occurrence and during the continuance of an Event of Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Obligations secured hereby.
Appears in 2 contracts
Samples: Patent Security Agreement (Hutchinson Products Corp), Patent Security Agreement (Hutchinson Products Corp)
Duties of Grantor. The Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, duty to:
: (i) prosecute ----------------- diligently any patent copyright application that is part of included in the Patents pending as of the date hereof or hereafter until the termination of this AgreementCopyrights, and (ii) at the request of the Agent, make application for patents that are registration of such uncopyrighted but copyrightable material owned by the Grantor as the Agent reasonably deems appropriate, (iii) place notices of copyright on all copyrightable property produced or owned by the Grantor embodying the Copyrights and use diligent reasonable efforts to have its licensees do the same and (iv) take all reasonable action necessary to preserve and maintain all of the Grantor's rights in the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents and the Licenses Copyrights that are or shall be necessary or economically desirable in the operation of the Grantor's business, including, without limitation, making timely filings for renewals and extensions of registered Copyrights and diligently monitoring unauthorized use thereof. Any expenses incurred in connection with the foregoing shall be borne by the Grantor. Neither the Agent nor any Lender the Lenders shall have any duty with respect to the Patents Copyrights other than to act lawfully and Licenseswithout gross negligence or willful misconduct. Without limiting the generality of the foregoing, neither the Agent nor any Lender the Lenders shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses Copyrights against any other parties, but the Agent may do so at its option from and after upon the occurrence and during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of the Grantor and shall be added to the Obligations secured herebyObligations.
Appears in 2 contracts
Samples: Security Agreement (Entravision Communications Corp), Security Agreement (Entravision Communications Corp)
Duties of Grantor. Each Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, duty to:
: (i) prosecute ----------------- diligently any patent copyright application that is part of included in the Patents pending as of the date hereof or hereafter until the termination of this AgreementCopyrights, and (ii) at the request of the Agent, make application for patents that are registration of such uncopyrighted but copyrightable material owned by such Grantor as the Agent reasonably deems appropriate, (iii) place notices of copyright on all copyrightable property produced or owned by such Grantor embodying the Copyrights and use diligent reasonable efforts to have its licensees do the same and (iv) take all reasonable action necessary to preserve and maintain all of such Grantor's rights in the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents and the Licenses Copyrights that are or shall be necessary or economically desirable in the operation of such Grantor's business, including, without limitation, making timely filings for renewals and extensions of registered Copyrights and diligently monitoring unauthorized use thereof. Any expenses incurred in connection with the foregoing shall be borne by Grantorthe Grantors. Neither the Agent nor any Lender the Lenders shall have any duty with respect to the Patents Copyrights other than to act lawfully and Licenseswithout gross negligence or willful misconduct. Without limiting the generality of the foregoing, neither the Agent nor any Lender the Lenders shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses Copyrights against any other parties, but the Agent may do so at its option from and after upon the occurrence and during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of Grantor the Grantors and shall be added to the Obligations secured herebyObligations.
Appears in 2 contracts
Samples: Security Agreement (Entravision Communications Corp), Security Agreement (Entravision Communications Corp)
Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, to:
: (iI) prosecute diligently any patent trademark application or service mark xxxlication that is part of the Patents Trademarks pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application for patents trademarks or service marks that are necessary in the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent Trademark or License without the prior written consent of Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents Trademarks and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's business. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither Agent nor any Lender shall have any duty with respect to the Patents Trademarks and Licenses. Without limiting the generality of the foregoing, neither Agent nor any Lender shall be under any obligation to take any steps necessary to preserve rights in the Patents Trademarks or Licenses against any other parties, but may do so at its option from and after the occurrence and during the continuance of an Event of Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Obligations secured hereby.
Appears in 2 contracts
Samples: Trademark Security Agreement (Hutchinson Products Corp), Trademark Security Agreement (Hutchinson Products Corp)
Duties of Grantor. Each Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, agrees to:
: (i) prosecute diligently in accordance with its reasonable business judgment any patent application that is part of or trademark application included in the Patents pending as of the date hereof or hereafter until the termination of this AgreementMarks, and (ii) upon an Event of Default, make application for patents that are on unpatented but patentable inventions owned by such Grantor and on unregistered Marks, as the case may be, as the Lender reasonably deems appropriate, (iii) file and prosecute opposition and cancellation proceedings in its reasonable business judgment and (iv) take all action necessary in the operation of Grantor's business. Grantor further agrees (i) not its reasonable business judgment to abandon any Patent or License without the prior written consent of Agent, preserve and (ii) to use its best efforts to maintain all rights in full force and effect the those Patents and the Licenses Marks that are or shall be necessary or economically desirable in the operation of such Grantor's ’s business, including, making timely filings for renewals and extensions of any Patents and Marks and diligently monitoring unauthorized use thereof. Any expenses incurred in connection with the foregoing shall be borne by such Grantor. Neither Agent nor Each Grantor shall give proper statutory notice in connection with its use of each Xxxx and each Patent to the extent necessary for the protection thereof. Each Grantor shall notify the Lender of any suit it commences to enforce any Patent or Xxxx and shall provide the Lender with copies of any documents requested by the Lender relating to such suit. The Lender shall not have any duty with respect to the Patents and LicensesMarks other than to act lawfully and without gross negligence or willful misconduct. Without limiting the generality of the foregoing, neither Agent nor any the Lender shall not be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses and Marks against any other partiesparty, but the Lender may do so at its option from and after upon the occurrence and during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of such Grantor and shall be added to the Obligations secured herebyObligations.
Appears in 1 contract
Samples: Security Agreement (Physicians Formula Holdings, Inc.)
Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, duty to:
: (i) prosecute diligently any patent copyright application that is part of included in the Patents pending as of the date hereof or hereafter until the termination of this AgreementCopyrights, and (ii) upon the occurrence and during the continuance of an Event of Default, at the request of the Agent, make application for patents registration of such uncopyrighted but copyrightable material owned by Grantor as the Managing Agents reasonably deem appropriate if the failure to do so could reasonably be expected to have a Material Adverse Effect, (iii) place notices of copyright on all copyrightable property produced or owned by Grantor embodying the Copyrights and use diligent reasonable efforts to have its licensees do the same and (iv) take all reasonable action necessary in Grantor's reasonable business judgment consistent with past practices to preserve and maintain all of Grantor's rights in the Copyrights that are or shall be necessary in the operation of Grantor's business. Grantor further agrees (i) , including, without limitation, making timely filings for renewals and extensions of registered Copyrights and diligently monitoring unauthorized use thereof, unless the failure to do so could not reasonably be expected to abandon any Patent or License without the prior written consent of Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's businesshave a Material Adverse Effect. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Agent nor any Lender the Lenders shall have any duty with respect to the Patents Copyrights other than to act lawfully and Licenseswithout gross negligence or willful misconduct. Without limiting the generality of the foregoing, neither the Agent nor any Lender the Lenders shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses Copyrights against any other parties, but the Agent may do so at its option from and after upon the occurrence and during the continuance of an Event of Default, and all reasonable expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Obligations secured herebyObligations.
Appears in 1 contract
Samples: Guarantor Security Agreement (Univision Communications Inc)
Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's businessbusiness and consistent with the exercise of its reasonable business judgment, to:
: (i) prosecute diligently any patent trademark application or service mark xxxlication that is part of the Patents Trademarks pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's businesstrademarks or service marks. Grantor further agrees (i) not to abandon any Patent Trademark or License without unless the prior written consent of AgentGrantor reasonably determines that it is in its best interests to do so and such abandonment will not materially impair Grantor's ability to maintain its business in the ordinary course, and (ii) to use its best reasonable commercial efforts to maintain in full force and effect the Patents Trademarks and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's business. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall have any duty with respect to the Patents Trademarks and Licenses. Without limiting the generality of the foregoing, neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but may do so at its option from and after the occurrence and during the continuance of an Event of Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Obligations secured hereby.steps
Appears in 1 contract
Samples: Trademark Security Agreement (Sybron Dental Specialties Inc)
Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's businessbusiness and consistent with the exercise of its reasonable business judgment, to:
: (i) prosecute diligently any patent application that is part of the Patents pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's businesson unpatented but patentable inventions. Grantor further agrees (i) not to abandon any Patent or License without unless the prior written consent of AgentGrantor reasonably determines that it is in the best interests to do so and such abandonment will not materially impair Grantor's ability to maintain its business in the ordinary course, and (ii) to use its best reasonable commercial efforts to maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's business. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall have any duty with respect to the Patents and Licenses. Without limiting the generality of the foregoing, neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but the Administrative Agent may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Secured Obligations secured hereby.
Appears in 1 contract
Samples: Patent Security Agreement (Sybron Dental Specialties Inc)
Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, to:
: (i) prosecute diligently any patent copyright application that is part of included in the Patents pending as of the date hereof or hereafter until the termination of this AgreementCopyrights, and (ii) make application for patents that are necessary in registration of such uncopyrighted but copyrightable material as Grantor deems appropriate, (iii) place notices of copyright on all property embodying the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, Copyrights and (ii) to use its best efforts to have its licensees do the same and (iv) take all reasonable and necessary action to preserve and maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation all of Grantor's businessrights in the Copyrights and Licenses including, without limitation, making timely filings for renewals and extensions and diligently monitoring unauthorized use thereof. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Agent nor any Lender of the Holders of Secured Obligations shall have any duty with respect to the Patents Copyrights and Licenses. Without limiting the generality of the foregoing, neither the Agent nor any Lender of the Holders of Secured Obligations shall be under any obligation to take any steps necessary to preserve rights in the Patents Copyrights or Licenses against any other parties, but the Agent may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Secured Obligations secured hereby.
Appears in 1 contract
Duties of Grantor. Grantor shall have the duty, duty to the extent desirable in the normal conduct of Grantor's business, to:
’s business and consistent with Grantor’s current business practices or Grantor’s reasonable business judgment: (i) to prosecute diligently any patent application that is part of the Patents pending as of the date hereof or hereafter thereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and ; (ii) to use its best efforts make application on such unpatented but patentable inventions as Grantor deems appropriate; (iii) to take reasonable steps to preserve and maintain all of Grantor’s rights in full force the patent applications and effect patents that are part of the Patents and the Licenses that are (iv) obtain any consents, waivers or shall be agreements necessary or economically desirable in the operation of Grantor's businessto enable Grantee to exercise its remedies with respect to any and all Patent Collateral. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither Agent nor Grantor shall not abandon any Lender right to file a patent application or any pending patent application or patent which is or shall be in the Grantor’s reasonable business judgment necessary or economically desirable to the operation of Grantor’s business. Grantee shall have any no duty with respect to the Patents and Licenses. Without limiting the generality of the foregoing, neither Agent nor any Lender Grantee shall not be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Obligations Indebtedness secured herebythereby.
Appears in 1 contract
Samples: Patent and License Security Agreement (GTC Biotherapeutics Inc)
Duties of Grantor. Grantor shall have the duty, duty to the extent desirable take any such actions as may be deemed necessary or appropriate by Grantor in the normal conduct of Grantor's businessits reasonable business judgment, to:
: (i) prosecute diligently any patent trademark application or service xxxx application that is part of the Patents Trademarks pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's businesstrademarks or service marks. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents Trademarks and the Licenses that in Grantor's reasonable business judgment are or shall be necessary or economically desirable in the operation of Grantor's business. Notwithstanding the foregoing provisions of this Section 10 or any other provision of this Agreement, Grantor shall have the right to discontinue use or prosecution of any application or registration for any Trademark where such discontinuance is deemed necessary or desirable by Grantor in the exercise of its reasonable business judgment. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall have any duty with respect to the Patents Trademarks and Licenses. Without limiting the generality of the foregoing, neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall be under any obligation to take any steps necessary to preserve rights in the Patents Trademarks or Licenses against any other parties, but the Administrative Agent may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Secured Obligations secured hereby.
Appears in 1 contract
Duties of Grantor. Grantor shall have the duty, duty to the extent desirable take any such actions as may be deemed necessary or appropriate by such Grantor in the normal conduct of Grantor's businessits reasonable business judgment, to:
: (i) prosecute diligently any patent copyright application that is part of included in the Patents pending as of the date hereof or hereafter until the termination of this AgreementCopyrights, and (ii) make application for patents that are necessary in registration of such uncopyrighted but copyrightable material as Grantor deems appropriate, (iii) place notices of copyright on all property embodying the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, Copyrights and (ii) to use its best efforts to have its licensees do the same and (iv) take all reasonable and necessary action to preserve and maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation all of Grantor's businessrights in the Copyrights and Licenses including, without limitation, making timely filings for renewals and extensions and diligently monitoring unauthorized use thereof. Notwithstanding the foregoing provisions of this Section 10 or any other provision of this Agreement, Grantor shall have the right to discontinue use or prosecution of any application or registration for any Copyright where such discontinuance is deemed necessary or desirable by Grantor in the exercise of its reasonable business judgment. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall have any duty with respect to the Patents Copyrights and Licenses. Without limiting the generality of the foregoing, neither the Administrative Agent nor any Lender of the Holders of Secured Obligations shall be under any obligation to take any steps necessary to preserve rights in the Patents Copyrights or Licenses against any other parties, but the Administrative Agent may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Secured Obligations secured hereby.
Appears in 1 contract
Duties of Grantor. Grantor shall have the duty, duty to the extent desirable in the normal conduct of Grantor's business, to:
business and consistent with Grantor's current business practices or Grantor's commercially reasonable business judgement: (i) to prosecute diligently any patent application that is part of the Patents pending as of the date hereof or hereafter thereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and ; (ii) to use its best efforts make application on such unpatented but patentable inventions as Grantor deems appropriate; and (iii) to take reasonable steps to preserve and maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation all of Grantor's businessrights in the patent applications and patents that are part of the Patents. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Grantor shall not abandon any right to file a patent application or any pending patent application or patent which is or shall be, in Grantor's commercially reasonable business judgement, necessary or economically desirable in the operation of Grantor's business. Neither Agent nor any Lender Party shall have any duty with respect to the Patents and Licenses. Without limiting the generality of the foregoing, neither Agent nor any Lender Party shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Obligations Liabilities secured hereby.
Appears in 1 contract
Samples: Patent and License Security Agreement (Global Technovations Inc)
Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, to:
: (i) prosecute diligently any patent trademark application or service xxxx application that is part of the Patents Trademarks pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's businesstrademarks or service marks. Grantor further agrees (i) not to abandon any Patent Trademark or License without the prior written consent of the Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents Trademarks and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's business. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Agent nor any Lender of the Holders of Secured Obligations shall have any duty with respect to the Patents Trademarks and Licenses. Without limiting the generality of the foregoing, neither the Agent nor any Lender of the Holders of Secured Obligations shall be under any obligation to take any steps necessary to preserve rights in the Patents Trademarks or Licenses against any other parties, but the Agent may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Secured Obligations secured hereby.
Appears in 1 contract
Duties of Grantor. Grantor shall have the duty, to the extent desirable in the normal conduct of Grantor's business, to:
(i) prosecute diligently any patent application that is part of the Patents pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's businesson unpatented but patentable inventions. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of the Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's business. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither the Agent nor any Lender of the Holders of Secured Obligations shall have any duty with respect to the Patents and Licenses. Without limiting the generality of the foregoing, neither the Agent nor any Lender of the Holders of Secured Obligations shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but the Agent may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Secured Obligations secured hereby.
Appears in 1 contract
Duties of Grantor. Grantor shall have the duty, to the extent ----------------- desirable in the normal conduct of Grantor's business, to:
(ia) prosecute diligently any patent trademark application or service xxxx application that is part of the Patents Trademarks pending as of the date hereof or hereafter until the termination of this Agreement, and (iib) make application for patents that are necessary in the operation of Grantor's businesstrademarks or service marks. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and (ii) to use its best efforts to maintain in full force and effect the Patents Trademarks and the Licenses that are or shall be necessary or economically desirable in the operation of Grantor's business. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither Agent the Trustee nor any Lender of the Holders shall have any duty with respect to the Patents Trademarks and Licenses. Without limiting the generality of the foregoing, neither Agent the Trustee nor any Lender of the Holders shall be under any obligation to take any steps necessary to preserve rights in the Patents Trademarks or Licenses against any other parties, but the Trustee may do so at its option from and after the occurrence and during the continuance of an Event of Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Secured Obligations secured hereby.
Appears in 1 contract
Samples: Trademark Security Agreement (Majestic Star Casino LLC)
Duties of Grantor. Grantor shall have the duty, duty to the extent desirable in the normal conduct of Grantor's business, to:
’s business and consistent with Grantor’s current business practices or Grantor’s reasonable business judgment: (i) to prosecute diligently any patent application that is part of the Patents pending as of the date hereof or hereafter thereafter until the termination of this Agreement, and (ii) make application for patents that are necessary in the operation of Grantor's business. Grantor further agrees (i) not to abandon any Patent or License without the prior written consent of Agent, and ; (ii) to use its best efforts make application on such unpatented but patentable inventions as Grantor deems appropriate; (iii) to take reasonable steps to preserve and maintain all of Grantor’s rights in full force the patent applications and effect patents that are part of the Patents and the Licenses that are (iv) obtain any consents, waivers or shall be agreements necessary or economically desirable in the operation of Grantor's businessto enable Grantee to exercise its remedies with respect to any and all Patent Collateral. Any expenses incurred in connection with the foregoing shall be borne by Grantor. Neither Agent nor Grantor shall not abandon any Lender right to file a patent application or any pending patent application or patent which is or shall be, in the Grantor’s reasonable business judgment, necessary or economically desirable to the operation of Grantor’s business. Grantor agrees to retain an experienced patent attorney for the filing and prosecution of all such applications and other proceedings. Grantee shall have any no duty with respect to the Patents and Licenses. Without limiting the generality of the foregoing, neither Agent nor any Lender Grantee shall not be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but may do so at its option from and after the occurrence and during the continuance of an Event of a Default, and all expenses incurred in connection therewith shall be for the sole account of Grantor and shall be added to the Obligations Indebtedness secured herebythereby.
Appears in 1 contract
Samples: Patent and License Security Agreement (GTC Biotherapeutics Inc)