Related Intellectual Property. Such Grantor owns or has a license to use all Intellectual Property which is reasonably necessary to sell the Collateral in the ordinary course. Such Grantor shall take all reasonable and necessary steps to maintain and preserve the benefit of each Trademark License, Copyright License and Patent License which relates to Intellectual Property to the extent that the use of such Intellectual Property would be reasonably necessary in connection with the Co-Collateral Agents’ enforcement of any of its remedies under the Loan Documents. Except for consents which have been obtained, such Grantor does not own any Eligible Inventory which is subject to any Copyright License, Trademark License or Patent License or other agreement with any third party which would require any consent of any third party upon sale or disposition of that Eligible Inventory where such sale or disposition is made pursuant to a going-out-of-business sale, orderly liquidation or similar sale, in each case, to the extent such going-out-of-business sale, orderly liquidation or similar sale is conducted at the Stores, and such Grantor will promptly deliver notice to the Co-Collateral Agents upon entering into any Copyright License, Trademark License or Patent License or amendment thereto which would require any such consent.
Appears in 8 contracts
Samples: Guarantee and Collateral Agreement, Guarantee and Collateral Agreement (Sears Holdings Corp), Credit Agreement (Sears Holdings Corp)
Related Intellectual Property. Such Each Grantor owns or has a license to use all Intellectual Property which is reasonably necessary to sell the Collateral in the ordinary coursecourse of such Grantor’s business. Such Grantor shall take all reasonable and reasonably necessary steps to maintain and preserve the benefit of each Trademark License, Copyright License and Patent License which relates to Intellectual Property to the extent that the use of such Intellectual Property would be reasonably necessary in connection with the Co-Collateral Agents’ Agent’s enforcement of any of its remedies under the Loan Documents. Except for consents which have been obtained, such Grantor does not own any Eligible Inventory which is subject to any Copyright License, Trademark License or Patent License or other similar agreement with any third party which would require any consent of any third party upon sale or disposition of that Eligible Inventory where such sale or disposition is made pursuant to a going-out-of-business sale, orderly liquidation or similar sale, in each case, case to the extent such going-out-of-business sale, orderly liquidation or similar sale is conducted at the StoresStores or at any location operated by a Third Party Dealer or Third Party Franchisee, and such Grantor will promptly deliver notice to the Co-Collateral Agents Agent upon entering into any Copyright License, Trademark License or Patent License or amendment thereto which would require any such consent.
Appears in 3 contracts
Samples: Guaranty and Security Agreement, Guaranty and Security Agreement (Sears Hometown & Outlet Stores, Inc.), Guaranty and Security Agreement (Sears Hometown & Outlet Stores, Inc.)
Related Intellectual Property. Such Each Grantor owns or has a license to use all Intellectual Property which is reasonably necessary to sell the Collateral in the ordinary coursecourse of such Grantor’s business. Such Grantor shall take all reasonable and necessary steps to maintain and preserve the benefit of each Trademark License, Copyright License and Patent License which relates to Intellectual Property to the extent that the use of such Intellectual Property would be reasonably necessary in connection with the Co-Collateral Agents’ Agent’s enforcement of any of its remedies under the Loan Documents. Except for consents which have been obtained, such Grantor does not own any Eligible Inventory which is subject to any Copyright License, Trademark License or Patent License or other similar agreement with any third party which would require any consent of any third party upon sale or disposition of that Eligible Inventory where such sale or disposition is made pursuant to a going-out-of-business sale, orderly liquidation or similar sale, in each case, case to the extent such going-out-of-business sale, orderly liquidation or similar sale is conducted at the StoresStores or at any location operated by a Third Party Dealer or Third Party Franchisee, and such Grantor will promptly deliver notice to the Co-Collateral Agents Agent upon entering into any Copyright License, Trademark License or Patent License or amendment thereto which would require any such consent.
Appears in 1 contract
Samples: Guaranty and Security Agreement (Sears Hometown & Outlet Stores, Inc.)