Common use of Intellectual Property Covenants Clause in Contracts

Intellectual Property Covenants. (i) Other than to the extent not prohibited herein or in the Credit Agreement or with respect to registrations and applications no longer used or useful, except to the extent failure to act would not, as deemed by the applicable Grantor in its reasonable business judgment, reasonably be expected to have a Material Adverse Effect, with respect to registration or pending application of each item of its Intellectual Property for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practices, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, now or hereafter included in the Intellectual Property of such Grantor that are not Excluded Assets.

Appears in 5 contracts

Samples: Security Agreement, Credit Agreement (Quintiles Transnational Holdings Inc.), Credit Agreement (Quintiles Transnational Holdings Inc.)

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Intellectual Property Covenants. (i) Other than to the extent not prohibited permitted herein or in the Credit Agreement or with respect to registrations and applications no longer used or useful, and except to the extent failure to act would not, as deemed by the applicable Grantor Parent in its reasonable business judgment, reasonably be expected to have a Material Adverse Effect, with respect to registration or pending application of each item of its Intellectual Property included in the Article 9 Collateral for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practicessteps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, now or hereafter included in the Intellectual Property such Article 9 Collateral of such Grantor that are not Excluded AssetsGrantor.

Appears in 3 contracts

Samples: Credit Agreement (OUTFRONT Media Inc.), Credit Agreement (Communications Sales & Leasing, Inc.), Credit Agreement (Outfront Media Minnesota LLC)

Intellectual Property Covenants. (i) Other than to the extent not prohibited herein or in the Credit Agreement Agreement, or with respect to registrations and applications no longer used or useful, or except to the extent failure to act would not, as deemed by the applicable Grantor in its reasonable business judgment, reasonably be expected to have a Material Adverse Effect, with respect to each registration or pending application of each item of its Intellectual Property for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practicessteps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, application now or hereafter included in the Intellectual Property of owned by such Grantor that are not Excluded Assets.

Appears in 2 contracts

Samples: First Lien Security Agreement (Jason Industries, Inc.), Second Lien Security Agreement (Jason Industries, Inc.)

Intellectual Property Covenants. (i) Other than to the extent not prohibited herein or in the Credit Agreement or with respect to registrations and applications no longer used or useful, and except to the extent failure to act would not, as deemed determined by the applicable Grantor Borrower in its reasonable business judgmentgood faith, reasonably be expected to have a Material Adverse Effect, with respect to registration or pending application of each item of its Intellectual Property included in the Article 9 Collateral for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practicessteps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, now or hereafter included in the Intellectual Property such Article 9 Collateral of such Grantor that are not Excluded AssetsGrantor.

Appears in 2 contracts

Samples: Security Agreement, Credit Agreement (Time Inc.)

Intellectual Property Covenants. (i) Other than to the extent not prohibited permitted herein or in the Credit Agreement or with respect to registrations and applications no longer used or useful, and except to the extent failure to act would not, as deemed by the applicable Grantor Borrower in its reasonable business judgment, reasonably be expected to have a Material Adverse Effect, with respect to registration or pending application of each item of its Intellectual Property included in the Article 9 Collateral for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practicessteps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, now or hereafter included in the Intellectual Property such Article 9 Collateral of such Grantor that are not Excluded AssetsGrantor.

Appears in 1 contract

Samples: Security Agreement (Activision Blizzard, Inc.)

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Intellectual Property Covenants. (i) Other than to the extent not prohibited permitted herein or in the Credit Agreement or with respect to registrations and applications no longer used or useful, and except to the extent failure to act would not, as deemed by the applicable Grantor Parent Borrower in its reasonable business judgment, reasonably be expected to have a Material Adverse Effect, with respect to registration or pending application of each item of its Intellectual Property Collateral for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practicessteps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, now or hereafter included in the such Intellectual Property Collateral of such Grantor that are not Excluded AssetsGrantor.

Appears in 1 contract

Samples: Security Agreement (VPNet Technologies, Inc.)

Intellectual Property Covenants. (i) Other than to the extent not prohibited herein or in the Credit Agreement Indenture or any other Secured Document or with respect to registrations and applications no longer used or useful, except to the extent failure to act would not, as deemed by the applicable Grantor in its reasonable business judgment, reasonably be expected to have a Material Adverse Effect, with respect to registration or pending application of each item of its Intellectual Property for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practicessteps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, application now or hereafter included in the Intellectual Property of such Grantor that are not Excluded Assets.

Appears in 1 contract

Samples: Security Agreement (APX Group Holdings, Inc.)

Intellectual Property Covenants. (i) Other than to the extent not prohibited herein or herein, in the Credit Indenture and each Additional Pari Passu Agreement or with respect to registrations and applications no longer used or useful, except to the extent failure to act would not, as deemed by the applicable Grantor in its reasonable business judgment, reasonably be expected to have a Material Adverse Effect, with respect to registration or pending application of each item of its Intellectual Property for which such Grantor has standing to do so, each Grantor agrees to take, at its expense, all reasonable steps consistent with past business practicessteps, including, without limitation, in the USPTO, the USCO and any other governmental authority located in the United States, to pursue the registration and maintenance of each Patent, Trademark, or Copyright registration or application, now or hereafter included in the Intellectual Property of such Grantor that are not Excluded Assets.

Appears in 1 contract

Samples: Security Agreement (SeaWorld Entertainment, Inc.)

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