Common use of New Trademarks and Licenses Clause in Contracts

New Trademarks and Licenses. Grantor represents and warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by Grantor, (b) the Licenses listed on SCHEDULE B include all of the trademark license agreements and service xxxx license agreements under which Grantor is the licensee or licensor and (c) no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor to any Person other than the Agent. If, prior to the termination of this Agreement, Grantor shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH 4 above shall automatically apply thereto. Grantor shall give to the 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 a quarterly basis. Grantor hereby authorizes the Agent to modify this Agreement unilaterally (i) by amending SCHEDULE A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications and by amending SCHEDULE B to include any future trademark license agreements and service xxxx license agreements, which are Trademarks 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, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreements.

Appears in 1 contract

Samples: Trademark Security Agreement (Ifr Systems Inc)

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New Trademarks and Licenses. Grantor Borrower represents and warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE Schedule A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by GrantorBorrower, (b) the Licenses listed on SCHEDULE Schedule B include all of the trademark license agreements and service xxxx license agreements under which Grantor Borrower is the licensee or licensor and (c) no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor Borrower to any Person other than the Agent. If, prior to the termination of this Agreement, Grantor Borrower shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH paragraph 4 above shall automatically apply thereto. Grantor Borrower shall give to the 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 a quarterly basis. Grantor Borrower hereby authorizes the Agent to modify this Agreement unilaterally (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications and by amending SCHEDULE Schedule B to include any future trademark license agreements and service xxxx license agreements, which are Trademarks or Licenses under PARAGRAPH paragraph 4 above or under this PARAGRAPH 6paragraph 5, and (ii) by filing, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreements.

Appears in 1 contract

Samples: Trademark Security Agreement (Country Star Restaurants Inc)

New Trademarks and Licenses. Grantor Carrington represents and warrants that, from and after the Closing Date, that (a) the Trademarks listed on SCHEDULE lisxxx xx Xxhedule A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx mark applications now owned or held by Grantor, Carrington which relate to any xx the Products; (b) the Licenses listed on SCHEDULE xxxxxx xx Schedule B include all of the trademark license agreements and service xxxx mark license agreements under pursuant to which Grantor Carrington is the licensee licenxxx or licensor thereunder; and (c) no liensotxxx xxxxx, claims or security interests have been granted by Carrington to any other person or entity in such Trademarks and Licenses have been granted by Grantor to any Person other than the AgentXxxxxxxx. If, prior to the termination of this Agreement, Grantor Carrington shall (i) obtain rights to any new trademarks, registered trademarksregixxxxxx xxxdemarks, trademark applications, service marks, registered service marks or service xxxx mark applications, in each case which relate to any of the Producxx, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx mark applications, service xxxx mark licenses or service xxxx license renewals mark licensx xenewals whether as licensee licexxxx or licensor, in each xxxe which relate to any of the Products, or (iii) enter into any new trademark license agreement or service xxxx mark license agreement, in each case which relate to any of the Xxxxucts, the provisions of PARAGRAPH Section 4 above shall automatically apply theretothereto and all of the foregoing shall be deemed to be Trademarks. Grantor Carrington shall give to the Agent Medline written notice of events described in CLAUSES dexxxxxxx xx clauses (i), (ii) and (iii) of the preceding sentence promptly after the occurrence thereof, but in any event not less frequently than on a quarterly basis. Grantor Carrington hereby authorizes the Agent Medline to modify this Agreement unilaterally (i) the Distribuxxx Xxxxxment by amending SCHEDULE A Schedule B to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx mark applications and by amending SCHEDULE B this Agreement to include any future xxxure trademark license agreements and service xxxx mark license agreements, which are Trademarks or Licenses under PARAGRAPH Xxxxion 4 above or under this PARAGRAPH Section 6, and (ii) by filing, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreements.

Appears in 1 contract

Samples: Distributor and License Agreement (Carrington Laboratories Inc /Tx/)

New Trademarks and Licenses. Grantor represents and warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications mark xxxlications now owned or held by Grantor, (b) the Licenses listed on SCHEDULE B include all of the trademark license agreements and service xxxx license mark xxxense agreements under which Grantor is the licensee or licensor and (c) other than Permitted Liens, no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor to any Person other than the Agent. If, prior to the termination of this Agreement, Grantor shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applicationsmark xxxlications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applicationsmark xxxlications, service xxxx licenses mark xxxenses or service xxxx license mark xxxense renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license mark xxxense agreement, the provisions of PARAGRAPH 4 above shall automatically apply thereto. Grantor shall give to the 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 a quarterly basis. Grantor hereby authorizes the Agent undertakes to modify this Agreement unilaterally and update (i) by amending SCHEDULE A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications mark xxxlications and by amending (ii) SCHEDULE B to include any future trademark license agreements and service xxxx license mark xxxense agreements, which are Trademarks or Licenses under PARAGRAPH 4 above or under this PARAGRAPH 6, and (ii) by filing. Grantor hereby authorizes Agent to file, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applicationsmark xxxlications, and trademark license agreements and service xxxx license mark xxxense agreements.

Appears in 1 contract

Samples: Trademark Security Agreement (Hutchinson Products Corp)

New Trademarks and Licenses. Each Grantor represents and warrants that, from and after as of the Closing Datedate hereof, (ai) the Trademarks listed on SCHEDULE Schedule A include all of the trademarks, foreign and domestic registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by such Grantor, (bii) the Licenses listed on SCHEDULE Schedule B include all of the trademark license agreements and service xxxx license agreements under which such Grantor is the licensee or licensor and (ciii) except for any Liens permitted under Section 6.02 of each of the Credit Agreements, no liens, claims or security interests in such Trademarks and Licenses have been granted by such Grantor to any Person other than the Administrative Agent. If, prior to the termination of this Agreement, any Grantor shall (ia) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (iib) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iiic) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH 4 paragraph 3 above shall automatically apply thereto. Each Grantor shall give to the Administrative Agent written notice of events described in CLAUSES clauses (ia), (iib) and (iiic) of the preceding sentence promptly after the occurrence thereof, but in any event not less frequently than on a quarterly basis. Each Grantor hereby authorizes the Administrative Agent to modify this Agreement unilaterally (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, material trademark applications, material service marks, registered service marks and service xxxx applications of such Grantor and by amending SCHEDULE Schedule B to include any future trademark license agreements and service xxxx license agreementsagreements of such Grantor, which are Trademarks or Licenses under PARAGRAPH 4 paragraph 3 above or under this PARAGRAPH 6paragraph 5, and (ii) by filingfiling in the United States Patent and Trademark Office, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreements.

Appears in 1 contract

Samples: Trademark Security Agreement (Inergy L P)

New Trademarks and Licenses. Grantor Borrower represents and warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE Schedule A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by GrantorBorrower, (b) the Licenses listed on SCHEDULE Schedule B include all of the trademark license agreements and service xxxx license agreements under which Grantor Borrower is the licensee or licensor and (c) no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor Borrower to any Person other than the Agent. If, prior to the termination of this Agreement, Grantor Borrower shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license agreementagreement as licensor, the provisions of PARAGRAPH paragraph 4 above shall automatically automatically, subject to the final sentence of Section 4(ii), apply thereto. Grantor Borrower shall give to the Agent written notice of events described in CLAUSES clauses (i), (ii) and (iii) of the preceding sentence reasonably promptly after the occurrence thereof, but in any event not less frequently than on a quarterly basis. Grantor Borrower hereby authorizes the Agent to modify this Agreement unilaterally (after giving written prior notice of such modification to the Borrower) (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications and by amending SCHEDULE Schedule B to include any future trademark license agreements and service xxxx license agreements, which are Trademarks 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, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreementsTrademarks or Licenses.

Appears in 1 contract

Samples: Trademark Security Agreement (Gfsi Inc)

New Trademarks and Licenses. Grantor represents and warrants to the best of their knowledge that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE Schedule A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by GrantorGrantor in the United States, (b) the Licenses listed on SCHEDULE Schedule B include all of the trademark license agreements and service xxxx license agreements under which Grantor is the licensee or licensor (except as may be otherwise disclosed in writing to the Administrative Agent) and (c) no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor to any Person other than the Administrative Agent. If, prior to the termination of this Agreement, Grantor shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH Section 4 above shall automatically apply thereto. Grantor shall give to the Administrative 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 a quarterly basis. Upon the occurrence of the events described in clauses (i), (ii) and (iii) above, Grantor hereby authorizes the Administrative Agent to modify this Agreement unilaterally (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications and by amending SCHEDULE Schedule B to include any future trademark license agreements and service xxxx license agreements, which are Trademarks 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, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreements.

Appears in 1 contract

Samples: Credit Agreement (Steiner Leisure LTD)

New Trademarks and Licenses. The Grantor represents and warrants that, from and after as of the Closing Date, (ai) the Trademarks listed on SCHEDULE Schedule A include all of the trademarks, domestic registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by the Grantor, (bii) the Licenses listed on SCHEDULE Schedule B include all of the material trademark license agreements and service xxxx license agreements under which the Grantor is the licensee or licensor and (ciii) except for any Lien permitted by Section 6.15 of the Credit Agreement, no liens, claims or security interests in such Trademarks and Licenses have been granted by the Grantor to any Person other than the Agent. If, prior to the termination of this Agreement, the Grantor shall (ia) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (iib) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iiic) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH 4 paragraph 3 above shall automatically apply thereto. The Grantor shall give to the Agent written notice of events described in CLAUSES clauses (ia), (iib) and (iiic) of the preceding sentence with respect to any material Trademarks and Licenses promptly after the occurrence thereof, but in any event not less frequently than on a quarterly basis. The Grantor hereby authorizes the Agent to modify this Agreement unilaterally (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, material trademark applications, material service marks, registered service marks and service xxxx applications of the Grantor and by amending SCHEDULE Schedule B to include any future trademark license agreements and service xxxx license agreementsagreements of the Grantor, which are Trademarks or Licenses under PARAGRAPH 4 paragraph 3 above or under this PARAGRAPH 6paragraph 5, and (ii) by filingfiling in the United States Patent and Trademark Office, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreements.

Appears in 1 contract

Samples: Trademark Security Agreement (Abx Air Inc)

New Trademarks and Licenses. Grantor represents and warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE Schedule A include all of the domestic trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications mark xxxlications now owned or held by Grantor, (b) the Licenses listed on SCHEDULE Schedule B include all of the trademark license agreements and service xxxx license mark xxxense agreements under which Grantor is the licensee or licensor and (c) no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor to any Person other than the AgentAdministrative Agent or to holders of Permitted Existing Liens. If, prior to the termination of this Agreement, Grantor shall (i) obtain rights to any new domestic trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applicationsmark xxxlications, (ii) become entitled to the benefit of any domestic trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applicationsmark xxxlications, service xxxx licenses mark xxxenses or service xxxx license mark xxxense renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license mark xxxense agreement, the provisions of PARAGRAPH Section 4 above shall automatically apply thereto. Grantor shall give to the Administrative 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 a quarterly basis. Grantor hereby authorizes the Administrative Agent to modify this Agreement unilaterally (i) by amending SCHEDULE Schedule A to include any future domestic trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications mark xxxlications and by amending SCHEDULE Schedule B to include any future trademark license agreements and service xxxx license mark xxxense agreements, which are Trademarks 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, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applicationsmark xxxlications, and trademark license agreements and service xxxx license mark xxxense agreements.

Appears in 1 contract

Samples: Trademark Security Agreement (Sybron Dental Specialties Inc)

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New Trademarks and Licenses. Grantor Each Borrower represents and --------------------------- warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE A Schedule 1 include all of the trademarks, trade names, registered trademarks, ---------- trademark applications, service marks, registered service marks and service xxxx mark applications now owned or held by Grantorany Borrower, (b) the Licenses listed on SCHEDULE B Schedule 2 include all of the trademark license agreements and service xxxx license agreements under which Grantor any Borrower is the licensee ---------- license or licensor licensor, and (c) no liens, claims or security interests in such Trademarks and or Licenses have been granted by Grantor any Borrower to any Person other than the AgentLender and except as disclosed in the Credit Agreement. If, prior to the termination of this Agreement, Grantor any Borrower shall (i) obtain rights to any new trademarks, trade names, registered trademarks, trademark applications, service marks, registered service marks or service xxxx mark applications, (ii) obtain rights to any new license agreements, (iii) become entitled to the benefit of any trademarks, trade names, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx mark applications, service xxxx mark licenses or service xxxx mark license renewals or license agreements whether as licensee or licensor, or (iiiiv) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH paragraphs 4 & 5, as applicable, above shall automatically apply theretothereto (to the ---------------- extent permitted by licensors under agreements in connection with the granting of such licenses). Grantor Each Borrower shall give to the Agent written notice of events described in CLAUSES clauses (i), (ii) ), (iii), and (iiiiv) of the preceding sentence ------------------------- ---- promptly after the occurrence thereof, but in any event not less frequently than on a quarterly basis. Grantor Each Borrower hereby authorizes the Agent Lender to modify this Agreement unilaterally (i) by amending SCHEDULE A Schedule 1 to ---------- include any future trademarks, trade names, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications and by amending SCHEDULE B to include any future trademark license agreements and service xxxx license agreementsmark applications, which are Trademarks or Licenses under PARAGRAPH paragraph 4 above or under this PARAGRAPH 6----------- paragraph 7, (ii) by amending Schedule 2 to include any future license ----------- ---------- agreements which are licenses under paragraph 5 above or under this paragraph 7, ----------- ----------- and (iiiii) by filing, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B 1 thereto, as the ---------- case may be, such future trademarks, trade names, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applicationsmark applications and containing on Schedule 2 thereto, and trademark as the case may be, such future license agreements and service xxxx license ---------- agreements.

Appears in 1 contract

Samples: Security Agreement (50 Off Stores Inc)

New Trademarks and Licenses. Grantor represents and warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications mark xxxlications now owned or held by Grantor, (b) the Licenses listed on SCHEDULE B include all of the trademark license agreements and service xxxx license mark xxxense agreements under which Grantor is the licensee or licensor and (c) other than Permitted Liens, no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor to any Person other than the Agent. If, prior to the termination of this Agreement, Grantor shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applicationsmark xxxlications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applicationsmark xxxlications, service xxxx licenses mark xxxenses or service xxxx license mark xxxense renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license mark xxxense agreement, the provisions of PARAGRAPH 4 above shall automatically apply thereto. Grantor shall give to the 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 a quarterly basis. Grantor hereby authorizes the Agent undertakes to modify this Agreement unilaterally and update (iI) by amending SCHEDULE A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications mark xxxlications and by amending (ii) SCHEDULE B to include any future trademark license agreements and service xxxx license mark xxxense agreements, which are Trademarks or Licenses under PARAGRAPH 4 above or under this PARAGRAPH 6, and (ii) by filing. Grantor hereby authorizes Agent to file, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applicationsmark xxxlications, and trademark license agreements and service xxxx license mark xxxense agreements.

Appears in 1 contract

Samples: Trademark Security Agreement (Hutchinson Products Corp)

New Trademarks and Licenses. Grantor represents and warrants that, from and after the Closing Date, (a) the Trademarks listed on SCHEDULE A include all of the trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by Grantor, (b) the Licenses listed on SCHEDULE B include all of the trademark license agreements and service xxxx license agreements under which Grantor is the licensee or licensor and (c) no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor to any Person other than the Agent. If, prior to the termination of this Agreement, Grantor any Borrower shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH Section 4 above shall automatically apply thereto. Grantor shall give to Upon the Agent written notice occurrence of any of the events described in CLAUSES clauses (i), (ii) and (iii) of the preceding sentence sentence, Borrowers’ Representative shall promptly after execute and deliver to the occurrence thereofSecured Parties for recording with the U.S. Patent and Trademark Office and such other appropriate governmental offices in the U.S. or abroad, but a new Security Agreement (Trademarks) substantially in any event not less frequently than on a quarterly basisthe form of Exhibit 1 listing such additional registered trademarks and trademark applications. Grantor Each Borrower hereby authorizes the Agent undertakes, to modify this Agreement unilaterally and update (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications and by amending SCHEDULE (ii) Schedule B to include any future trademark license agreements and service xxxx license agreements, which are Trademarks or Licenses under PARAGRAPH Section 4 above or under this PARAGRAPH Section 6, and (ii) by filing, in addition . Each Borrower hereby authorizes Agent to and not in substitution for modify this Agreement, a duplicate original of this Agreement containing on by amending Schedule A or Schedule B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreementsagreements that are the Trademarks or the Licenses under paragraph 4 above or under this paragraph 6.

Appears in 1 contract

Samples: Trademark Security Agreement (Fao Inc)

New Trademarks and Licenses. The Grantor represents and warrants that, from and after the Closing Date, that (a) the Trademarks listed on SCHEDULE Schedule A include all of the registered trademarks, registered common law trademarks, trademark applications, service marks, registered service marks and service xxxx applications now owned or held by the Grantor, (b) the Licenses listed on SCHEDULE Schedule B include all of the trademark license agreements and service xxxx license agreements under which the Grantor is the licensee or licensor and which are material individually or in the aggregate to the operation of the business of the Grantor and (c) other than the rights of any party to the Licenses with respect to the Trademarks, no liens, claims or security interests Liens in such Trademarks and Licenses have been granted by the Grantor to any Person other than the Agent. If, prior to the termination of this Agreement, the Grantor shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applications, service xxxx licenses or service xxxx license renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license agreement, the provisions of PARAGRAPH 4 paragraph 3 above shall automatically apply thereto. The Grantor shall give to the Agent written notice of events described in CLAUSES clauses (i), (ii) and (iii) of the preceding sentence promptly after within 30 days of the occurrence thereof, but in of any event not less frequently than on a quarterly basissuch event. The Grantor hereby authorizes the Agent to modify this Agreement unilaterally (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications owned or held by Grantor or to prepare this Agreement for filing with the Patent and Trademark Office and by amending SCHEDULE Schedule B to include any future trademark license agreements and service xxxx license agreementsagreements to which Grantor becomes a party, which are Trademarks or Licenses under PARAGRAPH 4 paragraph 2 above or under are described in this PARAGRAPH 6paragraph 4, and (ii) by filingfiling with the U.S. Patent and Trademark Office, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreements.

Appears in 1 contract

Samples: Intellectual Property Security Agreement (Oro Spanish Broadcasting Inc)

New Trademarks and Licenses. Grantor Buyer represents and warrants that, from and after the Closing Date, that (a) the Trademarks listed on SCHEDULE Schedule A include all of the trademarks, registered trademarks, trademark registration applications, service marks, registered service marks and service xxxx applications registration mark xxxlications now owned or held by Grantor, Buyer and (b) the Licenses listed on SCHEDULE B include all of the trademark license agreements and service xxxx license agreements under which Grantor is the licensee or licensor and (c) no liens, claims or security interests in such Trademarks and Licenses have been granted by Grantor Buyer to any Person person or entity other than the AgentSeller, Republic Acceptance Corporation, and American Pacific Financial Corporation. If, prior to the termination of this Agreement, Grantor Buyer shall (i) obtain rights to any new trademarks, registered trademarks, trademark applications, service marks, registered service marks or service xxxx applicationsmark xxxlications, (ii) become entitled to the benefit of any trademarks, registered trademarks, trademark applications, trademark licenses, trademark license renewals, service marks, registered service marks, service xxxx applicationsmark xxxlications, service xxxx licenses mark xxxenses or service xxxx license mark xxxense renewals whether as licensee or licensor, or (iii) enter into any new trademark license agreement or service xxxx license mark xxxense agreement, the provisions of PARAGRAPH 4 paragraph 3 above shall automatically apply thereto. Grantor shall give to the 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 a quarterly basis. Grantor Buyer hereby authorizes the Agent Seller to modify this Agreement unilaterally (i) by amending SCHEDULE Schedule A to include any future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications and by amending SCHEDULE B to include any future trademark license agreements and service xxxx license agreementsmark xxxlications, which are Trademarks or Licenses under PARAGRAPH 4 paragraph 3 above or under this PARAGRAPH 6paragraph, and (ii) by filing, in addition to and not in substitution for this Agreement, a duplicate original of this Agreement containing on Schedule A or B thereto, as the case may be, thereto such future trademarks, registered trademarks, trademark applications, service marks, registered service marks and service xxxx applications, and trademark license agreements and service xxxx license agreementsmark xxxlications.

Appears in 1 contract

Samples: Trademark Security Agreement (Delicious Frookie Co Inc /De/)

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