Common use of New Patents and Licenses Clause in Contracts

New Patents and Licenses. The Borrower represents and warrants that, as of the Closing Date, to the best of its knowledge, after reasonable inquiry, (a) the Patents listed on Schedule A include all of the patents and patent applications now owned or held by the Borrower, (b) the Licenses listed on Schedule B include all of the patent license agreements under which the Borrower is the licensee or licensor which are material individually or in the aggregate to the operation of the business of the Borrower and (c) other than the rights of any party to the Licenses with respect to the Patents, no liens, claims or security interests in such Patents and Licenses have been granted by the Borrower to any Person other than the Collateral Agent. If, prior to the termination of this Agreement, the Borrower shall (i) obtain rights to any new patentable inventions, (ii) become entitled to the benefit of any patent, patent application, license or any reissue, division, continuation, renewal, extension or continuation-in-part of any Patent or any improvement on any Patent or License, or (iii) enter into any new patent license agreement where the Borrower is the licensee, the provisions of paragraph 4 above shall automatically apply thereto (but only to the extent such licenses are assignable without violation thereof, it being understood and agreed that the Borrower shall use commercially reasonable efforts to insure that such licenses are assignable for security purposes). The Borrower shall give to the Collateral Agent written notice of events described in clauses (i), (ii) and (iii) of the preceding sentence not less frequently than on an annual basis. The Borrower hereby authorizes the Collateral Agent to modify this Agreement unilaterally (i) by amending Schedule A to include any future patents and patent applications owned or held by the Borrower, and by amending Schedule B to include any patent license agreements (A) to which the Borrower becomes a party and (B), which are Patents or Licenses under paragraph 4 above or under this paragraph 6, and (ii) by filing, in addition to and not in substitution for this Agreement, either a duplicate original of, or a Notice of Amendment to, this Agreement containing on Schedule A or B thereto, as the case may be, such future patents, patent applications and license agreements.

New Patents and Licenses. The Borrower Grantor represents and warrants that, as of from and after the Closing Date, to the best of its knowledge, after reasonable inquiry, (a) the Patents listed on Schedule SCHEDULE A include all of the patents, registered patents and patent applications now owned or held by the BorrowerGrantor, (b) the Licenses listed on Schedule SCHEDULE B include all of the patent license agreements under which the Borrower Grantor is the licensee or licensor which are material individually or in the aggregate to the operation of the business of the Borrower and (c) other than the rights of any party to the Licenses with respect to the PatentsPermitted Liens, no liens, claims or security interests in such Patents and Licenses have been granted by the Borrower Grantor to any Person other than the Collateral Agent. If, prior to the termination of this Agreement, the Borrower Grantor shall (i) obtain rights to any new patentable inventions, registered patents or patent applications, (ii) become entitled to the benefit of any patentpatents, registered patents, patent applicationapplications, patent licenses or patent license renewals, whether as licensee or any reissue, division, continuation, renewal, extension or continuation-in-part of any Patent or any improvement on any Patent or License, licensor or (iii) enter into any new patent license agreement where the Borrower is the licenseeagreement, the provisions of paragraph PARAGRAPH 4 above shall automatically apply thereto (but only to the extent such licenses are assignable without violation thereof, it being understood and agreed that the Borrower shall use commercially reasonable efforts to insure that such licenses are assignable for security purposes)thereto. The Borrower Grantor shall give to the Collateral Agent written notice of events described in clauses CLAUSES (i), (ii) and (iii) of the preceding sentence promptly after the occurrence thereof, but in any event not less frequently than on an annual a quarterly basis. The Borrower Grantor hereby authorizes the Collateral Agent undertakes to modify this Agreement unilaterally and update (i) by amending Schedule SCHEDULE A to include any future patents, registered patents and patent applications owned or held by the Borrowerapplications, and by amending Schedule (ii) SCHEDULE B to include any future patent license agreements (A) to which the Borrower becomes a party and (B), which are Patents or Licenses under paragraph PARAGRAPH 4 above or under this paragraph PARAGRAPH 6, and (ii) by filing. Grantor hereby authorizes Agent to file, in addition to and not in substitution for this Agreement, either a duplicate original of, or a Notice of Amendment to, this Agreement containing on Schedule A or B thereto, as the case may be, such future patents, registered patents and patent applications applications, and patent license agreements.

New Patents and Licenses. The Borrower Grantor represents and warrants that, as of from and after the Closing Date, to the best of its knowledge, after reasonable inquiry, (a) the Patents listed on Schedule A include all of the domestic patents and patent applications now owned or held by the BorrowerGrantor, (b) the Licenses listed on Schedule B include all of the patent license agreements under which the Borrower Grantor is the licensee or licensor which are material individually or in the aggregate to the operation of the business of the Borrower and (c) other than the rights of any party to the Licenses with respect to the Patents, no liens, claims or security interests in such Patents and Licenses have been granted by the Borrower Grantor to any Person other than the Collateral AgentAdministrative Agent or the holders of Permitted Existing Liens. If, prior to the termination of this Agreement, the Borrower Grantor shall (i) obtain rights to any new domestic patentable inventions, (ii) become entitled to the benefit of any domestic patent, patent application, license or any reissue, division, continuation, renewal, extension or continuation-in-part of any Patent or any improvement on any Patent or License, or (iii) enter into any new patent license agreement where the Borrower is the licenseeagreement, the provisions of paragraph Section 4 above shall automatically apply thereto (but only to the extent such licenses are assignable without violation thereof, it being understood and agreed that the Borrower shall use commercially reasonable efforts to insure that such licenses are assignable for security purposes)thereto. The Borrower Grantor shall give to the Collateral Administrative Agent written notice of events described in clauses (i), (ii) and (iii) of the preceding sentence promptly after the occurrence thereof, but in any event not less frequently than on an annual a quarterly basis. The Borrower Grantor hereby authorizes the Collateral Administrative Agent to modify this Agreement unilaterally (i) by amending Schedule A to include any future patents and patent applications owned or held by the Borrowerapplications, and by amending Schedule B to include any future domestic patent license agreements (A) to which the Borrower becomes a party and (B)agreements, which are Patents or Licenses under paragraph Section 4 above or under this paragraph Section 6, and (ii) by filing, in addition to and not in substitution for this Agreement, either a duplicate original of, or a Notice of Amendment to, this Agreement containing on Schedule A or B thereto, as the case may be, such future patents, patent applications and license agreements.

New Patents and Licenses. The Borrower represents and warrants that, as of the Closing Date, to the best of its knowledge, after reasonable inquiry, (a) that the Patents listed on Schedule SCHEDULE A include all of the patents and patent applications now owned or held by the Borrower, (b) that the Licenses listed on Schedule SCHEDULE B include all of the patent license agreements under which held by the Borrower is the licensee or licensor which are material individually or in the aggregate to the operation of the business of the Borrower Borrower, and (c) other than the rights of any party to the Licenses with respect to the Patentsthat except as listed on SCHEDULE C, no other liens, claims or security interests in such Patents and Licenses have been granted by the Borrower to any other Person other than the Collateral Agentin such Patents and Licenses. If, prior to the termination of this Agreement, the Borrower shall (i) obtain rights to any new patentable inventions, (ii) or become entitled to the benefit of any patent, patent application, license or any reissue, division, continuation, renewal, extension or continuation-in-part of any Patent patent or any improvement on any Patent or License, or (iii) enter into any new patent license agreement where the Borrower is the licenseeagreement, the provisions of paragraph 4 above SECTION 3 shall automatically apply thereto (but only to the extent such licenses are assignable without violation thereofthereto, it being understood and agreed that the Borrower shall use commercially reasonable efforts to insure that such licenses are assignable for security purposes). The promptly so notify the Lender in writing, and the Borrower shall give execute an amendment to add such new Patents and Licenses to SCHEDULE A or B, as appropriate, upon the Collateral Agent written notice of events described in clauses (i), (ii) and (iii) request of the preceding sentence not less frequently than on an annual basisLender. The Borrower hereby authorizes the Collateral Agent Lender to modify unilaterally amend this Agreement unilaterally (i) by amending Schedule A to include any future patents such new or other Patents on SCHEDULE A and patent applications owned any such new or held by other Licenses on SCHEDULE B and to take any action the BorrowerLender deems appropriate to perfect or maintain the rights and interests of the Lender, and by amending Schedule B to include any patent license agreements (A) to which the Borrower becomes a party and (B), which are Patents or Licenses under paragraph 4 above or under this paragraph 6, Agreement with respect to such Patents and (ii) by filing, in addition to and not in substitution for this Agreement, either a duplicate original of, or a Notice of Amendment to, this Agreement containing on Schedule A or B thereto, as the case may be, such future patents, patent applications and license agreementsLicenses.

New Patents and Licenses. The Borrower Grantor represents and warrants that, as of from and after the Closing Date, to the best of its knowledge, after reasonable inquiry, (a) the Patents listed on Schedule SCHEDULE A include all of the patents and patent applications now owned or held by the BorrowerGrantor, (b) the Licenses listed on Schedule SCHEDULE B include all of the patent license agreements under which the Borrower Grantor is the licensee or licensor which are material individually or in the aggregate to the operation of the business of the Borrower and (c) other than the rights of any party to the Licenses with respect to the Patents, no liens, claims or security interests in such Patents and Licenses have been granted by the Borrower Grantor to any Person other than the Collateral Agent. If, prior to the termination of this Agreement, the Borrower Grantor shall (i) obtain rights to any new patentable inventions, (ii) become entitled to the benefit of any patent, patent application, license or any reissue, division, continuation, renewal, extension or continuation-in-part of any Patent or any improvement on any Patent or License, or (iii) enter into any new patent license agreement where the Borrower is the licenseeagreement, the provisions of paragraph PARAGRAPH 4 above shall automatically apply thereto (but only to the extent such licenses are assignable without violation thereof, it being understood and agreed that the Borrower shall use commercially reasonable efforts to insure that such licenses are assignable for security purposes)thereto. The Borrower Grantor shall give to the Collateral Agent written notice of events described in clauses CLAUSES (i), (ii) and (iii) of the preceding sentence promptly after the occurrence thereof, but in any event not less frequently than on an annual a quarterly basis. The Borrower Grantor hereby authorizes the Collateral Agent to modify this Agreement unilaterally (i) by amending Schedule SCHEDULE A to include any future patents and patent applications owned or held by the Borrowerapplications, and by amending Schedule SCHEDULE B to include any future patent license agreements (A) to which the Borrower becomes a party and (B)agreements, which are Patents or Licenses under paragraph PARAGRAPH 4 above or under this paragraph PARAGRAPH 6, and (ii) by filing, in addition to and not in substitution for this Agreement, either a duplicate original of, or a Notice of Amendment to, this Agreement containing on Schedule A or B thereto, as the case may be, such future patents, patent applications and license agreements.

New Patents and Licenses. The Borrower Grantor represents and warrants that, as of the Closing Date, to the best of its knowledge, after reasonable inquiry, (ai) the Patents listed on Schedule A include all of the patents and patent applications now owned or held by the BorrowerGrantor, (bii) the Licenses listed on Schedule B A include all of the material patent license agreements under which the Borrower Grantor is the licensee or licensor which are material individually or in the aggregate to the operation and (iii) except for any Lien permitted by Section 6.15 of the business of the Borrower and (c) other than the rights of any party to the Licenses with respect to the PatentsCredit Agreement, no liens, claims or security interests in such Patents and Licenses have been granted by the Borrower Grantor to any Person other than the Collateral Agent. If, prior to the termination of this Agreement, the Borrower Grantor shall (ia) obtain rights to any new patentable inventions, (iib) become entitled to the benefit of any patent, patent application, license or any reissue, division, continuation, renewal, extension or continuation-in-part of any Patent or any improvement on any Patent or License, or (iiic) enter into any new patent license agreement where the Borrower is the licenseeagreement, the provisions of paragraph 4 3 above shall automatically apply thereto (but only to the extent such licenses are assignable without violation thereof, it being understood and agreed that the Borrower shall use commercially reasonable efforts to insure that such licenses are assignable for security purposes)thereto. The Borrower Grantor shall give to the Collateral Agent written notice of events described in clauses (ia), (iib) and (iiic) of the preceding sentence with respect to any material Trademarks or Licenses promptly after the occurrence thereof, but in any event not less frequently than on an annual a quarterly basis. The Borrower Grantor hereby authorizes the Collateral Agent to modify this Agreement unilaterally (i) by amending Schedule A to include any future patents and patent applications owned or held by of the BorrowerGrantor, and by amending Schedule B to include any future patent license agreements (A) to which agreement of the Borrower becomes a party and (B)Grantor, which are Patents or Licenses under paragraph 4 3 above or under this paragraph 65, and (ii) by filingfiling in the United States Patent and Trademark Office, in addition to and not in substitution for this Agreement, either a duplicate original of, or a Notice of Amendment to, this Agreement containing on Schedule A or B thereto, as the case may be, such future patents, patent applications and license agreements.

New Patents and Licenses. The Borrower Grantor represents and warrants that, as of the Closing Date, to the best of its knowledge, after reasonable inquiry, (a) the Patents listed on Schedule A include all of the patents and material patent applications now owned or held by the BorrowerGrantor, (b) the Licenses listed on Schedule B include all of the patent license agreements under which the Borrower Grantor is the licensee or licensor which are material individually or in the aggregate to the operation of the business of the Borrower Grantor and (c) other than the rights of any party to the Licenses with respect to the Patents, no liens, claims or security interests in such Patents and Licenses have been granted by the Borrower Grantor to any Person other than the Collateral Agent. If, prior to the termination of this Agreement, the Borrower Grantor shall (i) obtain rights to any new patentable inventions, (ii) become entitled to the benefit of any patent, patent application, license or any reissue, division, continuation, renewal, extension or continuation-in-part of any Patent or any improvement on any Patent or License, or (iii) enter into any new patent license agreement where the Borrower Grantor is the licensee, the provisions of paragraph 4 above shall automatically apply thereto (but only to the extent such licenses are assignable without violation thereof, it being understood and agreed that the Borrower Grantor shall use commercially reasonable efforts to insure that such licenses are assignable for security purposes). The Borrower Grantor shall give to the Collateral Agent written notice of events described in clauses (i), (ii) and (iii) of the preceding sentence not less frequently than on an annual basis. The Borrower Grantor hereby authorizes the Collateral Agent to modify this Agreement unilaterally (i) by amending Schedule A to include any future patents and material patent applications owned or held by the BorrowerGrantor, and by amending Schedule B to include any patent license agreements (A) to which the Borrower Grantor becomes a party and (B), which are Patents or Licenses under paragraph 4 above or under this paragraph 6, and (ii) by filing, in addition to and not in substitution for this Agreement, either a duplicate original of, or a Notice of Amendment to, this Agreement containing on Schedule A or B thereto, as the case may be, such future patents, material patent applications and license agreements.