Common use of LICENSE OF TRADEMARKS AND TRADE NAMES Clause in Contracts

LICENSE OF TRADEMARKS AND TRADE NAMES. Each Grantor hereby assigns, transfers and conveys to Collateral Agent, effective upon the occurrence of, and during the continuance of, any Event of Default, the nonexclusive right and license to use all trademarks, trade names and copyrights owned or used by the Grantor that relate to the Collateral and any other collateral granted by the Grantor as security for the Secured Obligations, together with any goodwill associated therewith, all to the extent necessary to enable Collateral Agent to use, possess and realize on the Collateral and any successor or assignee to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of Collateral Agent and its successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge, without requirement that any monetary payment whatsoever be made to the Grantor. If (a) an Event of Default shall have occurred and, by reason of waiver, modification, amendment or otherwise, no longer be continuing, (b) no other Event of Default shall be continuing, (c) an assignment to Collateral Agent shall have been previously made pursuant to this SECTION 9, and (d) the Secured Obligations shall not have become immediately due and payable, upon the written request of the Grantor, Collateral Agent shall promptly execute and deliver to the Grantor such assignments as may be necessary to reassign to the Grantor any rights, title and interests as may have been assigned pursuant to this SECTION 9, subject to any disposition thereof that may have been made by Collateral Agent pursuant hereto; PROVIDED that, after giving effect to such reassignment, Collateral Agent's security interest and conditional assignment granted pursuant to this SECTION 9, as well as all other rights and remedies of Collateral Agent granted hereunder, shall continue to be in full force and effect; and PROVIDED, FURTHER, that the rights, title and interests so reassigned shall be free and clear of all Liens other than Liens (if any) encumbering such rights, title and interest at the time of their assignment to Collateral Agent.

LICENSE OF TRADEMARKS AND TRADE NAMES. Each The Grantor hereby assigns, transfers and conveys to the Collateral Agent, effective upon the occurrence of, and during the continuance of, any Event of Default, the nonexclusive right and license to use all trademarks, trade names and copyrights owned or used by the Grantor that relate to the Collateral and any other collateral granted by the Grantor as security for the Secured Obligations, together with any goodwill associated therewith, all to the extent necessary to enable the Collateral Agent to use, possess and realize on the Collateral and any successor or assignee to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of the Collateral Agent and its successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge, without requirement that any monetary payment whatsoever be made to the Grantor. If (a) an Event of Default shall have occurred and, by reason of waiver, modification, amendment or otherwise, no longer be continuing, (b) no other Event of Default shall be continuing, (c) an assignment to the Collateral Agent shall have been previously made pursuant to this SECTION 9Section 11, and (d) the Secured Obligations shall not have become immediately due and payable, upon the written request of the Grantor, the Collateral Agent shall promptly execute and deliver to the Grantor such assignments as may be necessary to reassign to the Grantor any rights, title and interests as may have been assigned pursuant to this SECTION 9Section 11, subject to any disposition thereof that may have been made by the Collateral Agent pursuant hereto; PROVIDED provided that, after giving effect to such reassignment, the Collateral Agent's security interest and conditional assignment granted pursuant to this SECTION 9Section 11, as well as all other rights and remedies of the Collateral Agent granted hereunder, shall continue to be in full force and effect; and PROVIDEDprovided, FURTHERfurther, that the rights, title and interests so reassigned shall be free and clear of all Liens other than Liens (if any) encumbering such rights, title and interest at the time of their assignment to the Collateral Agent.