Common use of Inbound Licenses Clause in Contracts

Inbound Licenses. Each of the Borrower and the Subsidiaries will, promptly after entering into or becoming bound by any material inbound license or similar agreement (other than over-the-counter or “open-source” software that is commercially available to the public and other than with respect to any agreement set forth on Schedule 6.16): (i) provide written notice to the Lender of the material terms of such license or agreement with a description of its anticipated and projected impact on the Borrower’s and the Subsidiaries’ business and financial condition; and (ii) take such commercially reasonable actions as the Lender may reasonably request to obtain the consent of, or waiver by, any Person whose consent or waiver is necessary for the Lender to be granted and perfect a valid security interest in such license or agreement and to fully exercise its rights under any of the Loan Documents in the event of a disposition or liquidation of the rights, assets or property that is the subject of such license or agreement.

Appears in 2 contracts

Samples: Credit Agreement (Avedro Inc), Credit Agreement (Avedro Inc)

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Inbound Licenses. Each of the Borrower and the Subsidiaries will, promptly after entering into or becoming bound by any material inbound license or similar agreement (other than over-the-counter or “open-source” software that is commercially available to the public and other than with public) in respect to of any agreement set forth on Schedule 6.16): Intellectual Property: (ia) provide written notice to the Lender Administrative Agent of the material terms of such license or agreement with a description of its anticipated and projected impact on the Borrower’s and the Subsidiaries’ business and financial condition; and (iib) take such commercially reasonable actions as the Lender Administrative Agent or the Required Lenders may reasonably request to obtain the consent of, or waiver by, any Person whose consent or waiver is necessary for the Lender Secured Parties to be granted and perfect a valid security interest in such license or agreement and to fully exercise its rights under any of the Loan Documents in the event of a disposition or liquidation of the rights, assets or property that is the subject of such license or agreement.

Appears in 1 contract

Samples: Pledge and Security Agreement (Acutus Medical, Inc.)

Inbound Licenses. Each of the The Borrower and each of the Subsidiaries will, promptly after entering into or becoming bound by any material inbound license or similar agreement material to any Product or to the Borrower and its Subsidiaries taken as a whole (other than over-the-counter or “open-source” software that is commercially available to the public and other than with respect to any agreement set forth on Schedule 6.16public): (i) provide written notice to the Lender of the material terms of such license or agreement with a description of its anticipated and projected impact on the Borrower’s and the Subsidiaries’ business and financial condition; and (ii) take such commercially reasonable actions as the Lender may reasonably request to obtain the consent of, or waiver by, any Person whose consent or waiver is necessary for the Lender to be granted and perfect a valid security interest in such license or agreement and to fully exercise its rights under any of the Loan Documents in the event of a disposition or liquidation of the rights, assets or property that is the subject of such license or agreement.

Appears in 1 contract

Samples: Credit Agreement (DarioHealth Corp.)

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Inbound Licenses. Each of the Borrower and the Subsidiaries will, promptly after entering into or becoming bound by any material inbound license or similar agreement (other than over-the-counter or “open-source” software that is commercially available to the public and other than with public) in respect to of any agreement set forth on Schedule 6.16): Intellectual Property: (ia) provide written notice to the Lender Administrative Agent of the material terms of such license or agreement with a description of its anticipated and projected impact on the Borrower’s and the Subsidiaries’ business and financial condition; and (iib) take such commercially reasonable actions as any Agent or the Lender Required Lenders may reasonably request to obtain the consent of, or waiver by, any Person whose consent or waiver is necessary for the Lender Secured Parties to be granted and perfect a valid security interest in such license or agreement and to fully exercise its rights under any of the Loan Documents in the event of a disposition or liquidation of the rights, assets or property that is the subject of such license or agreement.

Appears in 1 contract

Samples: Credit Agreement (Acutus Medical, Inc.)

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