Grant of Security Interest in Patent Collateral. The Pledgor hereby pledges and grants to the Collateral Agent for the ratable benefit of the Secured Parties a Lien on and security interest in and to all of the right, title and interest of the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assets, whether now existing or hereafter arising or acquired from time to time (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgor, all patents and patent applications issued or applied for in the United States listed on Schedule 1 attached hereto, together with any and all (i) rights and privileges arising under applicable law with respect to the use of any of the foregoing, (ii) inventions and improvements described and claimed therein, (iii) reissues, substitutions, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, (iv) rights to proceeds, income, fees, royalties, damages and payments now or hereafter due and/or payable thereunder and with respect thereto including damages, claims and payments for past, present or future infringements or other violations thereof, (v) rights to sxx or otherwise recover for past, present or future infringements or other violations thereof and (vi) rights corresponding thereto throughout the world.
Appears in 2 contracts
Samples: Exchange Agreement (Intercept Pharmaceuticals, Inc.), Exchange Agreement (Intercept Pharmaceuticals, Inc.)
Grant of Security Interest in Patent Collateral. The Pledgor hereby pledges and grants to the Collateral Agent for the ratable benefit of the Secured Parties a Lien on and security interest in and to all of the right, title and interest of the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assets, whether now existing or hereafter arising or acquired from time to time (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgor, all patents and patent applications (whether issued or applied for in for), including the United States patents and patent applications, listed on Schedule 1 attached hereto, together with any and all (i) rights and privileges arising under applicable law with respect to the use of any of the foregoing, (ii) inventions and improvements described and claimed therein, (iii) reissues, substitutionssubstitutes, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, (iv) rights to proceeds, income, fees, royalties, damages and payments now or hereafter due and/or payable thereunder and with respect thereto including damages, claims and payments for past, present or future infringements or other violations thereof, (v) rights to sxx xxx or otherwise recover for past, present or future infringements or other violations thereof and (vi) rights corresponding thereto throughout the world.
Appears in 2 contracts
Samples: Security Agreement (Orexigen Therapeutics, Inc.), Security Agreement (Orexigen Therapeutics, Inc.)
Grant of Security Interest in Patent Collateral. The Pledgor hereby pledges and grants to the Collateral Agent for the ratable benefit of the Secured Parties a Lien on and security interest in and to all of the right, title and interest of the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assets, whether now existing or hereafter arising or acquired from time to time (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgor, all patents and patent applications (whether issued or applied for in for), including the United States patents and patent applications, listed on Schedule 1 attached hereto, together with any and all (i) rights and privileges arising under applicable law with respect to the use of any of the foregoing, (ii) inventions and improvements described and claimed therein, (iii) reissues, substitutionssubstitutes, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, (iv) rights to proceeds, income, fees, royalties, damages and payments now or hereafter due and/or payable thereunder and with respect thereto including damages, claims and payments for past, present or future infringements or other violations thereof, (v) rights to sxx sue or otherwise recover for past, present or future infringements or other violations thereof and (vi) rights corresponding thereto throughout the world.
Appears in 2 contracts
Samples: Super Priority Security Agreement (Accelerate Diagnostics, Inc), Security Agreement (Accelerate Diagnostics, Inc)
Grant of Security Interest in Patent Collateral. The Pledgor Grantor hereby unconditionally grants, assigns, and pledges and grants to the Collateral Agent Agent, for the ratable benefit of each of the Secured Parties Parties, to secure the Secured Obligations, a Lien on and continuing security interest (referred to in and to this Patent Security Agreement as the “Security Interest”) in all of the its right, title and interest of in and to the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assetsfollowing, whether now existing owned or hereafter acquired or arising or acquired from time to time and wherever located (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgorall patentable inventions and designs, all patents United States, foreign, and patent multinational patents, certificates of invention, and similar industrial property rights, and applications issued or applied for in the United States listed on Schedule 1 attached hereto, together with any and all (i) rights and privileges arising under applicable law with respect to the use of any of the foregoing, including:
(i) each patent and patent application listed in Schedule I attached hereto,
(ii) all reissues, substitutes, divisions, continuations, continuations-in-part, extensions, renewals, and reexaminations thereof,
(iii) all inventions and improvements described and claimed therein, (iii) reissues, substitutions, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, ,
(iv) rights to proceeds, income, fees, royalties, damages and payments now or hereafter due and/or payable thereunder and with respect thereto including damages, claims and payments for past, present or future infringements or other violations thereof, (v) all rights to sxx or otherwise recover for any past, present or and future infringements infringement or other violations thereof violation thereof,
(v) all Proceeds of the foregoing, including license fees, royalties, income, payments, claims, damages, and proceeds of suit now or hereafter due and/or payable with respect thereto, income, royalties, damages and other payments now and hereafter due and/or payable with respect thereto, and
(vi) all other rights corresponding of any accruing thereunder or pertaining thereto throughout the world.
Appears in 2 contracts
Samples: Patent Security Agreement (Turning Point Brands, Inc.), Patent Security Agreement (Turning Point Brands, Inc.)
Grant of Security Interest in Patent Collateral. The Pledgor Each Grantor hereby unconditionally grants, assigns, and pledges and grants to the Collateral Agent Administrative Agent, for the ratable benefit of each of the Secured Parties Parties, to secure the Secured Obligations, a Lien on and continuing security interest (referred to in and to this Patent Security Agreement as the “Security Interest”) in all of the such Grantor’s right, title and interest of in and to the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assetsfollowing, whether now existing owned or hereafter acquired or arising or acquired from time to time and wherever located (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgor):
(1) all patentable inventions and designs, all patents United States, foreign, and patent multinational patents, certificates of invention, and similar industrial property rights, and applications issued or applied for in the United States listed on Schedule 1 attached hereto, together with any and all (i) rights and privileges arising under applicable law with respect to the use of any of the foregoing, including:
(i) each patent and patent application listed in Schedule I attached hereto,
(ii) all reissues, substitutes, divisions, continuations, continuations‑in‑part, extensions, renewals, and reexaminations thereof,
(iii) all inventions and improvements described and claimed therein, (iii) reissues, substitutions, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, ,
(iv) all rights to proceedsxxx or otherwise recover for any past, incomepresent and future infringement or other violation thereof,
(v) all Proceeds of the foregoing, including license fees, royalties, damages income, payments, claims, damages, and payments proceeds of suit now or hereafter due and/or payable thereunder and with respect thereto including damagesthereto, claims income, royalties, damages and other payments for pastnow and hereafter due and/or payable with respect thereto, present or future infringements or other violations thereof, (v) rights to sxx or otherwise recover for past, present or future infringements or other violations thereof and and
(vi) all other rights corresponding of any accruing thereunder or pertaining thereto throughout the world.
Appears in 2 contracts
Samples: Second Lien Guaranty and Security Agreement (Turning Point Brands, Inc.), First Lien Guaranty and Security Agreement (Turning Point Brands, Inc.)
Grant of Security Interest in Patent Collateral. The Pledgor hereby pledges and grants to the Collateral Agent for the ratable benefit of the Secured Parties a Lien on and security interest in and to all of the right, title and interest of the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assets, whether now existing or hereafter arising or acquired from time to time (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgor, all patents and patent applications issued or applied for in the United States listed on Schedule 1 attached hereto, together with any and all (i) rights and privileges arising under applicable law with respect to the use of any of the foregoing, (ii) inventions and improvements described and claimed therein, (iii) reissues, substitutions, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, (iv) rights to proceeds, income, fees, royalties, damages and payments now or hereafter due and/or payable thereunder and with respect thereto including damages, claims and payments for past, present or future infringements or other violations thereof, (v) rights to sxx xxx or otherwise recover for past, present or future infringements or other violations thereof and (vi) rights corresponding thereto throughout the world.
Appears in 2 contracts
Samples: Security Agreement (Intercept Pharmaceuticals, Inc.), Subscription Agreement (Intercept Pharmaceuticals, Inc.)
Grant of Security Interest in Patent Collateral. The As security for the payment or performance when due (whether at the stated maturity, by acceleration or otherwise), as the case may be, in full of the Obligations, the Pledgor hereby pledges and grants to the Collateral Agent Administrative Agent, its successors and permitted assigns, for the ratable benefit of the Secured Parties a Lien on and security interest in and to all of the its right, title and interest in or to the following Article 9 Collateral of the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assets, whether now existing or hereafter arising or acquired from time to time (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgor, all patents and patent applications issued or applied for in ):
(a) the United States Patents of the Pledgor listed on Schedule 1 I attached hereto;
(b) all provisionals, together with any reissues, extensions, continuations, divisions, continuations-in-part, reexaminations or revisions thereof, and the inventions disclosed or claimed therein, including the right to make, use, import and/or sell the inventions disclosed or claimed therein; and
(c) all (i) claims for, and rights and privileges arising under applicable law with respect to the use xxx for, past or future infringements of any of the foregoing, ;
(iid) inventions and improvements described and claimed therein, (iii) reissues, substitutions, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, (iv) rights to proceeds, all income, fees, royalties, damages and payments now or hereafter due and/or and payable thereunder and with respect thereto to any of the foregoing, including damages, claims damages and payments for past, present past or future infringements or infringement thereof; and
(e) all Proceeds, Supporting Obligations and products of any and all of the foregoing and all collateral security and guarantees given by any person with respect to any of the foregoing (in each case (a) through (e), other violations thereof, (v) rights to sxx or otherwise recover for past, present or future infringements or other violations thereof and (vi) rights corresponding thereto throughout the worldthan Excluded Assets).
Appears in 1 contract
Samples: Term Loan Guarantee and Collateral Agreement (AZEK Co Inc.)
Grant of Security Interest in Patent Collateral. The Pledgor As security for the payment in full of the Secured Obligations, the Grantor hereby pledges and grants to the Collateral Agent Grantee for the ratable benefit of the Secured Parties a Lien on and security interest in and to all of the its right, title and interest of the Pledgor in, to and under (a) all following Pledged Collateral letters patent of the Pledgor, in each case excluding Excluded Assets, whether now existing United States or hereafter arising or acquired from time to time (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgorany other jurisdiction, all patents registrations thereof, and all applications for letters patent of the United States or any other jurisdiction, including registrations and pending applications issued or applied for in the United States Patent and Trademark Office, including those United States patents and applications for United States patents that are listed on Schedule 1 I attached hereto, together with any and (b) all (i) rights and privileges arising under applicable law Applicable Law with respect to the use of any of the foregoingsuch patents, (ii) inventions and improvements described and claimed therein, (iii) reissues, substitutionsdivisions, reexaminations, divisionscontinuations, renewals, extensions, continuations extensions and continuations-in-part thereof and amendments thereto, (iv) rights to proceeds, income, fees, royalties, damages damages, claims and payments now or hereafter due and/or payable thereunder and with respect thereto including damages, claims damages and payments for past, present or future infringements or other violations Infringements thereof, (v) rights corresponding thereto throughout the world and (vi) rights to sxx or otherwise recover xxx for past, present or future infringements or other violations thereof and (vi) rights corresponding thereto throughout the worldInfringements thereof.
Appears in 1 contract
Grant of Security Interest in Patent Collateral. The Pledgor Each Grantor hereby unconditionally grants, assigns, and pledges and grants to the Collateral Agent Agent, for the ratable benefit of each of the Secured Parties Parties, to secure the Secured Obligations, a Lien on and continuing security interest (referred to in and to this Patent Security Agreement as the “Security Interest”) in all of the such Grantor’s right, title and interest of in and to the Pledgor in, to and under all following Pledged Collateral of the Pledgor, in each case excluding Excluded Assetsfollowing, whether now existing owned or hereafter acquired or arising or acquired from time to time and wherever located (collectively, the “Patent Collateral”): whether now owned or held, or hereafter acquired or created by or assigned to such Pledgorall patentable inventions and designs, all patents United States, foreign, and patent multinational patents, certificates of invention, and similar industrial property rights, and applications issued or applied for in the United States listed on Schedule 1 attached hereto, together with any and all (i) rights and privileges arising under applicable law with respect to the use of any of the foregoing, including without limitation:
(i) each patent and patent application listed in Schedule I attached hereto
(ii) all reissues, substitutes, divisions, continuations, continuations-in-part, extensions, renewals, and reexaminations thereof,
(iii) all inventions and improvements described and claimed therein, (iii) reissues, substitutions, reexaminations, divisions, renewals, extensions, continuations and continuations-in-part thereof and amendments thereto, ,
(iv) all rights to proceedsxxx or otherwise recover for any past, incomepresent and future infringement or other violation thereof,
(v) all Proceeds of the foregoing, including, without limitation, license fees, royalties, damages income, payments, claims, damages, and payments proceeds of suit now or hereafter due and/or payable thereunder and with respect thereto including damagesthereto, claims income, royalties, damages and other payments for pastnow and hereafter due and/or payable with respect thereto, present or future infringements or other violations thereof, (v) rights to sxx or otherwise recover for past, present or future infringements or other violations thereof and and
(vi) all other rights corresponding of any accruing thereunder or pertaining thereto throughout the world.
Appears in 1 contract
Samples: Revolving Credit Agreement (Turning Point Brands, Inc.)