Maintenance of IP Rights. If a Party is not interested in maintaining an Intellectual Property Right that it possesses, it shall give the other Party sufficient time to analyze and consider whether it wishes to have the Intellectual Property Right assigned or otherwise transferred to it so that it may maintain the Intellectual Property Right. In the event that the other Party decides to maintain such an Intellectual Property Right, the Party in possession of such Intellectual Property Right shall transfer it to the other Party.
Maintenance of IP Rights. Upon effectiveness of the termination, neither Party shall be obliged to maintain its patents or patent applications, irrespective of these being joint or own patents or patent applications.
Maintenance of IP Rights. (i) Renew, prosecute, enforce and maintain all IP Rights except where the failure to renew, prosecute, enforce or maintain any IP Rights could not reasonably be expected, either individually or in the aggregate, to have a Material Adverse Effect.
(ii) Without limiting the generality of clause (i) above:
(A) Not do any act, or knowingly omit to do any act, whereby any Copyright owned by any Obligor that is a Material IP Right may become dedicated to the public domain, except where the failure to do so could not reasonably be expected, either individually or in the aggregate, to have a Material Adverse Effect.
(B) Use commercially reasonable efforts to (1) maintain the quality of products and services offered under each Trademark owned by any Obligor that is a Material IP Right, (2) employ each Trademark owned by any Obligor that is a Material IP Right with the appropriate notice of registration, if applicable, and (3) not adopt or use any mark that is confusingly similar or a colorable imitation of such Trademarks unless the Collateral Agent, for the ratable benefit of the Secured Parties, shall obtain a perfected security interest in such Trademark pursuant to this Agreement, in each case except where the failure to do so could not reasonably be expected, either individually or in the aggregate, to have a Material Adverse Effect.
(C) Notify the Collateral Agent promptly if they know that any Patent or Trademark owned by any Obligor that is a Material IP Right, or any application or registration relating to any Patent or Trademark owned by any Obligor that is a Material IP Right may become abandoned, invalidated, rendered unenforceable or dedicated to the public, or of any adverse determination or development (including, without limitation, the institution of, or any such determination or development in, any proceeding in the United States Patent and Trademark Office, or any similar office or agency in any other country or any political subdivision thereof or any court or tribunal in any country) regarding any Obligor’s ownership of any such Patent or Trademark or its right to register the same or to keep and maintain the same.
(D) Take all reasonable and necessary steps, including, without limitation, in any proceeding before the United States Patent and Trademark Office or any similar office or agency in any other country or any political subdivision thereof, to maintain and pursue each application (and to obtain the relevant registration) and to maintain...
Maintenance of IP Rights. Maintain, preserve and protect such Group Member’s rights and interests with respect to all Material IP Rights owned, licensed or used by such Group Member. Notwithstanding the foregoing or anything else to the contrary in the any Loan Document, each Group Member may abandon, cancel, terminate, permit or allow the lapse, invalidation, expiration, cancellation cessation or termination of, or fail to maintain, pursue, preserve or protect any of its respective Intellectual Property that are, in the reasonable business judgment of the Borrower Agent, no longer economically practicable, commercially desirable to maintain or useful, in each case, in the conduct of the Group Members taken as a whole, or to the extent any such abandonment, lapse, cancellation, termination, cessation or failure, individually or in the aggregate, could not reasonably be expected to have a Material Adverse Effect.
Maintenance of IP Rights. Keymark shall secure, maintain and defend, at its own expense, all IP rights (such as patents, copyrights and trademarks) relating to the Keymark Technology during the term of this Agreement.
Maintenance of IP Rights. (a) Renew, prosecute, enforce, defend, and maintain all Patents and Trademarks in which the Loan Parties have a right to renew, prosecute, enforce, defend, or maintain except where the failure to renew, prosecute, enforce, defend or maintain any such IP Rights could not reasonably be expected, either individually or in the aggregate, to have a Material Adverse Effect.
(b) At its sole expense, take any and all commercially reasonable actions and prepare, execute, deliver and file any and all agreements, documents or instruments which are necessary and/or desirable to (i) diligently prosecute and maintain the Owned Patents and Exclusively Licensed Patents and (ii) diligently defend or assert the Owned Patents and Exclusively Licensed against infringement or interference by any other Persons, and against any claims of invalidity or unenforceability, in any jurisdiction (including, without limitation, by bringing any legal action for infringement or defending any claim of invalidity or action of a third party for declaratory judgment of non-infringement or non-interference) except where the failure to renew, prosecute, enforce, defend, or maintain any such Patents would not reasonably be expected to have a Material Adverse
Maintenance of IP Rights. Renew, prosecute, enforce and maintain all IP Rights except where the failure to renew, prosecute, enforce or maintain any IP Rights could not reasonably be expected, either individually or in the aggregate, to have a Material Adverse Effect.
Maintenance of IP Rights. (a) Maintain, preserve and protect the Loan Parties’ rights and interest and the rights and interests of the Administrative Agent and the Lenders with respect to all Material IP Rights owned, licensed or used by the Loan Parties.
(b) Maintain in effect all Specified Domain Name registrations with an ICANN-accredited domain name registrar.
(c) Comply in all material respects with all obligations under the Website Agreements, Copyright Licenses, Trademark Licenses and Patent Licenses comprising Material IP Rights of the Loan Parties. Notwithstanding the foregoing or anything else to the contrary in any Loan Document, the Borrower and its Subsidiaries may abandon, cancel, terminate, permit or allow the lapse, invalidation, expiration, cancellation, cessation or termination of, or fail to maintain, pursue, preserve or protect any of their respective IP Rights that are, in the reasonable business judgment of the Borrower, no longer economically practicable, commercially desirable to maintain or useful, in each case, in the conduct of business of the Borrower and its Subsidiaries taken as a whole, except to the extent any such abandonment, lapse, cancellation, termination, cessation or failure, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect.
Maintenance of IP Rights. Confidential Treatment Requested
