Common use of Infringement of Intellectual Property Clause in Contracts

Infringement of Intellectual Property. Each Obligor shall (and the Parent shall procure that each member of the Group will): (a) notify the Agent promptly of any infringement or suspected infringement or any challenge to the validity of any of the present or future Intellectual Property Rights owned, used or exploited by it which may come to its notice if the same would be reasonably likely to have a Material Adverse Effect and take all necessary steps (including, without limitation, the institution of legal proceedings) to prevent third parties infringing such Intellectual Property Rights to the extent that failure to do so would be reasonably likely to have a Material Adverse Effect; (b) take all necessary action to safeguard and maintain its rights, present and future, in or relating to all Intellectual Property Rights owned, used or exploited by it to the extent that failure to do so would be reasonably likely to have a Material Adverse Effect (in each case including, without limitation, paying all applicable renewal fees, licence fees and other outgoings); and (c) not enter into any licence or other agreement or arrangement in respect of Intellectual Property Rights other than between members of the Group and/or on normal arm’s length commercial terms and will comply with all licences to it of any Intellectual Property Rights in each case to the extent that failure to do so would be reasonably likely to have a Material Adverse Effect.

Infringement of Intellectual Property. Each Obligor shall (and the Parent Borrower shall procure that each member of the Group willshall): (a) notify the Administrative Agent promptly of any infringement or suspected infringement or any challenge to the validity of any of the present or future Intellectual Property Rights owned, used or exploited by it which may come to its notice and supply the Administrative Agent with all information in its possession relating thereto if the same would be reasonably likely to might have a Material Adverse Effect and take all necessary steps (including, without limitation, the institution of legal proceedings) to prevent third parties infringing such Intellectual Property Rights to the extent that failure to do so would be reasonably likely to might have a Material Adverse Effect; (b) take all necessary action to safeguard and maintain its rights, present and future, in or relating to all Intellectual Property Rights owned, used or exploited by it to the extent that failure to do so would be reasonably likely to might have a Material Adverse Effect (in each case including, without limitation, paying all applicable renewal fees, licence fees and other outgoingsoutgoings in connection with the same); and (c) not enter into any licence or other agreement or arrangement in respect of Intellectual Property Rights other than between members of the Group and/or on normal arm’s arms’ length commercial terms and will comply with all licences to it of any Intellectual Property Rights in each case to the extent that failure to do so would be reasonably likely to might have a Material Adverse Effect.