Common use of Intellectual Property Covenants Clause in Contracts

Intellectual Property Covenants. (i) In the event that any Grantor, either directly or through any agent, employee, licensee or designee, (A) files an application for the registration of (or otherwise becomes the owner of) any Patent, Trademark or Copyright with the USPTO or the USCO or (B) acquires any registration or application for registration of any United States Patent, Trademark or Copyright, such Grantor will, as promptly as practicable (and in any event, no later than the next date on which a Compliance Certificate is required to be delivered pursuant to Section 5.1(c) of the Credit Agreement (or, if earlier, the date on which such Compliance Certificate is actually delivered to the Administrative Agent) or such later date as to which the Administrative Agent may agree in its reasonable discretion), provide the Administrative Agent written notice thereof, and, upon request of the Administrative Agent, such Grantor shall promptly execute and deliver any and all Intellectual Property Security Agreements as the Administrative Agent may reasonably request to evidence the Administrative Agent’s security interest (for the benefit of the Secured Parties) in such Patent, Trademark or Copyright, and the general intangibles of such Grantor relating thereto or represented thereby (other than, in each case, to the extent constituting Excluded Property).

Appears in 2 contracts

Samples: Pledge and Security Agreement (CF Industries Holdings, Inc.), Revolving Credit Agreement (CF Industries Holdings, Inc.)

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Intellectual Property Covenants. (i) In the event that any Grantor, either directly or through any agent, employee, licensee or designee, (A) files an application for the registration of (or otherwise becomes the owner of) any United States Patent, Trademark Trademark, Copyright or Copyright License with the USPTO or the USCO or (B) acquires any registration or application for registration of any United States Patent, Trademark Trademark, or CopyrightCopyright or any Copyright License, such Grantor will, as promptly as practicable (and in any event, no later than the next date on which a Compliance Certificate compliance certificate is required to be delivered pursuant to Section 5.1(c5.01(c) of the Credit Agreement (or, if earlier, the date on which such Compliance Certificate compliance certificate is actually delivered to the Administrative Collateral Agent) or such later date as to which the Administrative Collateral Agent may agree in its reasonable discretion), provide the Administrative Collateral Agent written notice thereof, and, upon request of the Administrative Collateral Agent, such Grantor shall promptly execute and deliver any and all Intellectual Property Security Agreements as the Administrative Collateral Agent may reasonably request to evidence the Administrative Collateral Agent’s security interest (for the benefit of the Secured Parties) in such United States Patent, Trademark Trademark, Copyright or CopyrightCopyright License, and the general intangibles of such Grantor relating thereto or represented thereby (other than, in each case, to the extent constituting Excluded Property).

Appears in 2 contracts

Samples: Security Agreement (Ugi Corp /Pa/), Credit Agreement (Ugi Corp /Pa/)

Intellectual Property Covenants. (i) In the event that any Grantor, either directly or through any agent, employee, licensee or designee, (A) files an application for the registration of (or otherwise becomes the owner ofof an application or registration for) any Patent, Trademark or Copyright with the USPTO or the USCO or (B) acquires any registration or application for registration of any United States Patent, Trademark or Copyright, such Grantor will, will as promptly as practicable (and in any event, no later than the next date on which a Compliance Certificate is required to be delivered pursuant to Section 5.1(c) of the Credit Agreement (or, if earlier, the date on which such Compliance Certificate is actually delivered to the Administrative Agent) or such later date as to which the Administrative Agent may agree in its reasonable discretion), provide the Administrative Agent written notice thereof, and, upon request of the Administrative Agent, such Grantor shall promptly execute and deliver any and all Intellectual Property Security Agreements as the Administrative Agent may reasonably request to evidence the Administrative Agent’s security interest (for the benefit of the Secured Parties) in such Patent, Trademark or Copyright, and the general intangibles of such Grantor relating thereto or represented thereby (other than, in each case, to the extent constituting Excluded Property).

Appears in 2 contracts

Samples: Pledge and Security Agreement (CF Industries Holdings, Inc.), Intercreditor Agreement (CF Industries Holdings, Inc.)

Intellectual Property Covenants. (i) In the event that any Grantor, either directly or through any agent, employee, licensee or designee, (A) files an application for the registration of (or otherwise becomes the owner of) any United States Patent, Trademark Trademark, Copyright or Copyright License with the USPTO or the USCO or (BA) acquires any registration or application for registration of any United States Patent, Trademark Trademark, or CopyrightCopyright or any Copyright License, such Grantor will, as promptly as practicable (and in any event, no later than the next date on which a Compliance Certificate compliance certificate is required to be delivered pursuant to Section 5.1(c5.01(c) of the Credit Agreement (or, if earlier, the date on which such Compliance Certificate compliance certificate is actually delivered to the Administrative Collateral Agent) or such later date as to which the Administrative Collateral Agent may agree in its reasonable discretion), provide the Administrative Collateral Agent written notice thereof, and, upon request of the Administrative Collateral Agent, such Grantor shall promptly execute and deliver any and all Intellectual Property Security Agreements as the Administrative Collateral Agent may reasonably request to evidence the Administrative Collateral Agent’s security interest (for the benefit of the Secured Parties) in such United States Patent, Trademark Trademark, Copyright or CopyrightCopyright License, and the general intangibles of such Grantor relating thereto or represented thereby (other than, in each case, to the extent constituting Excluded Property).

Appears in 1 contract

Samples: Security Agreement (Ugi Corp /Pa/)

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Intellectual Property Covenants. (i) In the event that any Grantor, either directly or through any agent, employee, licensee or designee, (A) files an application for the registration of (or otherwise becomes the owner of) any Patent, Trademark Trademark, Copyright or Copyright License with the USPTO or the USCO or (B) acquires any registration or application for registration of any United States Patent, Trademark Trademark, Copyright or CopyrightCopyright License, such Grantor will, as promptly as practicable (and in any event, no later than the next date on which a Compliance Certificate is required to be delivered pursuant to Section 5.1(c5.01(c) of the Credit Agreement (or, if earlier, the date on which such Compliance Certificate is actually delivered to the Administrative Collateral Agent) or such later date as to which the Administrative Collateral Agent may agree in its reasonable discretion), provide the Administrative Collateral Agent written notice thereof, and, upon request of the Administrative Collateral Agent, such Grantor shall promptly execute and deliver any and all Intellectual Property Security Agreements as the Administrative Collateral Agent may reasonably request to evidence the Administrative Collateral Agent’s security interest (for the benefit of the Secured Parties) in such Patent, Trademark Trademark, Copyright or CopyrightCopyright License, and the general intangibles of such Grantor relating thereto or represented thereby (other than, in each case, to the extent constituting Excluded Property).

Appears in 1 contract

Samples: Security Agreement (Fuller H B Co)

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