Common use of Intellectual Property Filings Clause in Contracts

Intellectual Property Filings. (a) In connection with the foregoing contribution PMI agrees to (i) record and file at the United States Patent and Trademark Office and any necessary foreign equivalents, at its own expense, the original executed trademark assignment set forth in Schedule C hereto to provide third parties with notice of the conveyance hereunder and to perfect the assignment of the trademark assets to Prosper Funding within the applicable timeframes required in each jurisdiction and (ii) to cause all financing statements and continuation statements (including, without limitation, filings under the Uniform Commercial Code as in effect in Delaware and any other relevant state of the United States, or any foreign equivalent thereto), this Agreement and all amendments hereto, and any other documents necessary to provide third parties with notice of Prosper Funding’s right, title and interest in, to and under all intellectual property included in the Transferred Assets to be promptly filed, recorded and registered, and at all times to be kept filed, recorded and registered, all in such manner and in such places as ay be required by law fully to preserve and protect the right, title and interest of Prosper Funding in such Transferred Assets, and to deliver to Prosper Funding copies or filing receipts for any document so filed, recorded or registered as soon as reasonably available after such filing, recording or registration. Prosper Funding will cooperate fully with PMI in connection with PMI’s performance of its obligations set forth in this Section 2(a), including, without limitation, by executing any and all documents reasonably required to fulfill the intent of this Section 2(a). (b) In connection with the foregoing contribution, PMI will provide Prosper Funding, its successors, assigns or legal representatives, cooperation and assistance at Prosper Funding’s request and expense (including, but not limited to, the execution and delivery of any and all affidavits, declarations, oaths, assignments, powers of attorney or other documentation as may be reasonably required) in: (i) the preparation and prosecution of any applications for registration or any applications for renewal of a registration covering any of the transferred trademarks; (ii) the prosecution or defense of any trademark office proceedings, infringement proceedings or other proceedings that may arise in connection with any of the transferred trademarks, including, without limitation, testifying as to any facts related to the transferred trademarks, the contribution thereof to Prosper Funding or this Agreement; (iii) obtaining any additional trademark protection reasonably appropriate that may be secured under the laws now or hereinafter in effect in the United States or any other relevant jurisdiction for the transferred trademarks; and (iv) the implementation of or perfection of this Agreement and the grants, rights and transactions contemplated hereby.

Intellectual Property Filings. (a) In connection with the foregoing contribution Asset Transfer, following the Effective Date and upon the reasonable direction of Prosper Funding, PMI agrees to (i) record and file at the United States Patent and Trademark Office and any necessary foreign equivalents, at its own expense, the original executed trademark assignment set forth in on Schedule C B hereto to provide third parties with notice of the conveyance hereunder and to perfect the assignment of the trademark assets to Prosper Funding within the applicable timeframes required in each jurisdiction and jurisdiction, (ii) record and file at the United States Copyright Office and any necessary foreign equivalents, at its own expense, the original executed copyright assignment set forth on Schedule C hereto to provide third parties with notice of the conveyance hereunder and to perfect the assignment of the Copyright assets to Prosper Funding within the applicable timeframes required in each jurisdiction, (iii) to cause all financing statements and continuation statements (including, without limitation, filings under the Uniform Commercial Code as in effect in Delaware and any other relevant state of the United States, or any foreign equivalent thereto), this Agreement and all amendments hereto, and (iv) record and file at the United States Patent and Trademark Office and any necessary foreign equivalents, at its own expense, the original executed patent assignment set forth on Schedule E hereto to provide third parties with notice of the conveyance hereunder and to perfect the assignment of the Patent assets to Prosper Funding within the applicable timeframes required in each jurisdiction, any other documents necessary to provide third parties with notice of Prosper Funding’s right, title and interest in, to and under all intellectual property Intellectual Property included in the Transferred Assets to be promptly filed, recorded and registered, and at all times to be kept filed, recorded and registered, all in such manner and in such places as ay may be required by law fully to preserve and protect the right, title and interest of Prosper Funding in such Transferred Assets, and to deliver to Prosper Funding copies or filing receipts for any document so filed, recorded or registered as soon as reasonably available after such filing, recording or registration. Prosper Funding will cooperate fully with PMI in connection with PMI’s performance of its obligations set forth in this Section 2(a9(a), including, without limitation, by executing any and all documents reasonably required to fulfill the intent of this Section 2(a9(a). (b) In connection with the foregoing contributionforegoing, from and after the Effective Date, PMI will provide Prosper Funding, its successors, assigns or legal representatives, cooperation and assistance at Prosper Funding’s request and expense (including, but not limited to, the execution and delivery of any and all affidavits, declarations, oaths, assignments, powers of attorney or other documentation as may be reasonably required) in: (i) the preparation and prosecution of any applications for registration or any applications for renewal of a registration covering any of the transferred trademarksTrademarks; (ii) the preparation and prosecution of any applications for grant covering any of the transferred Patents; (iii) the preparation and prosecution of any applications for registration covering any of the transferred Copyrights; (iv) the prosecution or defense of any trademark trademark, patent or copyright office proceedings, infringement proceedings or other proceedings that may arise in connection with any of the transferred trademarksTrademarks, Patents or Copyrights, including, without limitation, testifying as to any facts related to the transferred trademarksTrademarks, Patents or Copyrights, the contribution transfer thereof to Prosper Funding or this Agreement; (iiiv) obtaining any additional trademark Trademark, Patent or Copyright protection reasonably appropriate that may be secured under the laws now or hereinafter in effect in the United States or any other relevant jurisdiction for the transferred trademarksTrademarks, Patent or Copyright; and (ivvi) the implementation of or perfection of this Agreement and the grants, rights and transactions contemplated hereby.

Intellectual Property Filings. (a) In connection with the foregoing contribution Asset Transfer, following the Closing, PMI agrees to (i) record and file at the United States Patent and Trademark Office and any necessary foreign equivalents, at its own expense, the original executed trademark assignment set forth in on Schedule C hereto to provide third parties with notice of the conveyance hereunder and to perfect the assignment of the trademark assets to Prosper Funding within the applicable timeframes required in each jurisdiction jurisdiction, (ii) record and file at the United States Copyright Office and any necessary foreign equivalents, at its own expense, the original executed copyright assignment set forth on Schedule D hereto to provide third parties with notice of the conveyance hereunder and to perfect the assignment of the copyright assets to Prosper Funding within the applicable timeframes required in each jurisdiction, and (iiiii) to cause all financing statements and continuation statements (including, without limitation, filings under the Uniform Commercial Code as in effect in Delaware and any other relevant state of the United States, or any foreign equivalent thereto), this Agreement and all amendments hereto, and any other documents necessary to provide third parties with notice of Prosper Funding’s right, title and interest in, to and under all intellectual property included in the Transferred Assets to be promptly filed, recorded and registered, and at all times to be kept filed, recorded and registered, all in such manner and in such places as ay may be required by law fully to preserve and protect the right, title and interest of Prosper Funding in such Transferred Assets, and to deliver to Prosper Funding copies or filing receipts for any document so filed, recorded or registered as soon as reasonably available after such filing, recording or registration. Prosper Funding will cooperate fully with PMI in connection with PMI’s performance of its obligations set forth in this Section 2(a3(a), including, without limitation, by executing any and all documents reasonably required to fulfill the intent of this Section 2(a3(a). (b) In connection with the foregoing contribution, from and after the Closing, PMI will provide Prosper Funding, its successors, assigns or legal representatives, cooperation and assistance at Prosper Funding’s request and expense (including, but not limited to, the execution and delivery of any and all affidavits, declarations, oaths, assignments, powers of attorney or other documentation as may be reasonably required) in: (i) the preparation and prosecution of any applications for registration or any applications for renewal of a registration covering any of the transferred trademarks; (ii) the prosecution or defense of any trademark office proceedings, infringement proceedings or other proceedings that may arise in connection with any of the transferred trademarks, including, without limitation, testifying as to any facts related to the transferred trademarks, the contribution thereof to Prosper Funding or this Agreement; (iii) obtaining any additional trademark protection reasonably appropriate that may be secured under the laws now or hereinafter in effect in the United States or any other relevant jurisdiction for the transferred trademarks; and (iv) the implementation of or perfection of this Agreement and the grants, rights and transactions contemplated hereby.