Special Provisions Concerning Intellectual Property Sample Clauses

Special Provisions Concerning Intellectual Property. 4.1 Additional Representations and Warranties 13 4.2 Infringements 13 4.3 Preservation of Trademarks 14 4.4 Maintenance of Registration 14 4.5 Prosecution of Applications 14 4.6 After-Acquired Intellectual Property 14 ARTICLE V
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Special Provisions Concerning Intellectual Property. 9 Section 5.1. Additional Representations and Warranties.......................................................10 Section 5.2. Divestitures....................................................................................10 Section 5.3. Infringements...................................................................................10 Section 5.4. Preservation of Significant Intellectual Property...............................................11 Section 5.5. Future Intellectual Property....................................................................11 Section 5.6. Remedies........................................................................................11 ARTICLE VI PROVISIONS CONCERNING PLEDGED SECURITIES AND OTHER " CONTROL" COLLATERAL.............................................................11 Section 6.1.
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Special Provisions Concerning Intellectual Property. From the date hereof and continuing thereafter until this Agreement is terminated pursuant to Section 10.2, each ------------ Assignor covenants and agrees with Collateral Agent and the Secured Parties as follows:
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Special Provisions Concerning Intellectual Property. Additional Representations and Warranties. Each of Annexes F, G, and H, respectively, contains a complete and accurate list of all (a) registered Marks and applications therefor, and material unregistered Marks; (b) Domain Names; (c) issued Patents and applications therefor owned by each Assignor; and (d) registered Copyrights and applications therefore; in each case indicating the owner, title or xxxx, application or registration number, and accompanying dates. Each Assignor represents and warrants that it is the true and lawful owner of and has the right to use the Marks, Domain Names, Patents, and Copyrights listed in Annexes F, G, and H hereto for such Assignor. Each Assignor represents and warrants that all registrations and issuances listed in Annexes F, G, and H are valid, subsisting, have not been canceled and that such Assignor is not aware of any third-party claim that any of said registrations or issuances is invalid or unenforceable, and is not aware that there is any reason that any of said registrations or issuances is invalid or unenforceable, and is not aware that there is any reason that any application for registration or issuance listed in Annexes F, G, or H will not mature into a registration or issuance. To each Assignor’s knowledge, no third party is infringing, misappropriating, or otherwise violating such Assignor’s rights in any Xxxx, Domain Name, Patent, Copyright, Trade Secret, or other intellectual property. Each Assignor agrees to prosecute diligently in accordance with reasonable business practices any Person infringing, misappropriating, or otherwise violating such Assignor’s rights in any Xxxx, Domain Name, Patent, Copyright, Trade Secret, or other intellectual property in any manner that could reasonably be expected to have a Material Adverse Effect.
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Special Provisions Concerning Intellectual Property. ...19 3.14 Special Provisions as to Pledged Collateral...............23 3.15 Further Assurances; Additional Grantors; Additional Actions, etc..............................................27
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Special Provisions Concerning Intellectual Property 
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Related to Special Provisions Concerning Intellectual Property

  • Certain Provisions Concerning Intellectual Property Collateral SECTION 6.1.

  • Additional Provisions Concerning the Collateral (a) To the maximum extent permitted by applicable law, and for the purpose of taking any action that the Collateral Agent may deem necessary or advisable to accomplish the purposes of this Agreement, each Grantor hereby (i) authorizes the Collateral Agent to execute any such agreements, instruments or other documents in such Grantor’s name and to file such agreements, instruments or other documents in such Grantor’s name and in any appropriate filing office, (ii) authorizes the Collateral Agent at any time and from time to time to file, one or more financing or continuation statements, and amendments thereto, relating to the Collateral (including, without limitation, any such financing statements that (A) describe the Collateral as “all assets” or “all personal property” (or words of similar effect) or that describe or identify the Collateral by type or in any other manner as the Collateral Agent may determine regardless of whether any particular asset of such Grantor falls within the scope of Article 9 of the Code or whether any particular asset of such Grantor constitutes part of the Collateral, and (B) contain any other information required by Part 5 of Article 9 of the Code for the sufficiency or filing office acceptance of any financing statement, continuation statement or amendment, including, without limitation, whether such Grantor is an organization, the type of organization and any organizational identification number issued to such Grantor) and (iii) ratifies such authorization to the extent that the Collateral Agent has filed any such financing or continuation statements, or amendments thereto, prior to the date hereof. A photocopy or other reproduction of this Agreement or any financing statement covering the Collateral or any part thereof shall be sufficient as a financing statement where permitted by law.

  • Provisions Concerning All Collateral 13 6.1. Protection of Collateral Agent's Security......................................... 13 6.2. Warehouse Receipts Non-Negotiable................................................. 14 6.3.

  • Provisions Concerning the Accounts and the Licenses (i) Each Grantor will (A) give the Collateral Agent at least 30 days’ prior written notice of any change in such Grantor’s name, identity or organizational structure, (B) maintain its jurisdiction of incorporation, organization or formation as set forth in Schedule I hereto, (C) immediately notify the Collateral Agent upon obtaining an organizational identification number, if on the date hereof such Grantor did not have such identification number, and (D) keep adequate records concerning the Collateral and permit representatives of the Collateral Agent during normal business hours on reasonable notice to such Grantor, to inspect and make abstracts from such records.

  • Transfer of Intellectual Property Rights Except in connection with the sale of all or substantially all of the assets of the Company or licensing arrangements in the ordinary course of the Company's business, the Company shall not transfer, sell or otherwise dispose of any Intellectual Property Rights, or allow any of the Intellectual Property Rights to become subject to any Liens, or fail to renew such Intellectual Property Rights (if renewable and it would otherwise lapse if not renewed), without the prior written consent of the Purchasers.

  • Intellectual Property Matters Each Credit Party and each Subsidiary thereof owns or possesses rights to use all material franchises, licenses, copyrights, copyright applications, patents, patent rights or licenses, patent applications, trademarks, trademark rights, service xxxx, service xxxx rights, trade names, trade name rights, copyrights and other rights with respect to the foregoing which are reasonably necessary to conduct its business. No event has occurred which permits, or after notice or lapse of time or both would permit, the revocation or termination of any such rights, and no Credit Party nor any Subsidiary thereof is liable to any Person for infringement under Applicable Law with respect to any such rights as a result of its business operations.

  • Transfer of Intellectual Property The Executive hereby agrees to transfer to the Company and/or its subsidiaries and consolidated affiliated entities all intellectual property rights in the works created during the Employment or other intellectual property rights deemed to be occupational works in accordance with applicable laws and regulations (the “Occupational Works”). The “intellectual property rights” as referred to in this Agreement means all current and future intellectual property rights, including but not limited to patent rights, trademarks or copyrights in any country, whether registered or not. The Executive agrees that, throughout the course of the Employment and at all times thereafter, the Executive shall execute necessary documents and take necessary action to implement transfer of the Occupational Works to the Company or its consolidated affiliated entities. The Executive acknowledged that the Company shall, where permitted by applicable laws and regulations, hold all rights and interests in the Occupational Works, including any patent or copyrights. The Executive further agrees that, throughout the course of the Employment and at all times thereafter, the Executive and his or her heirs, assignees and representatives will, upon the Company’s requests, assign exclusively to the Company or any of its subsidiaries and consolidated affiliated entities any right, title and interest in the Occupational Work and assist in the preparation and execution of all applications and instruments and carry out other tasks or procedures necessary in accordance with applicable laws and regulations for the Company to obtain and maintain the patent and other intellectual property right in any applicable jurisdictions and/or protecting the rights and interests of the Company and/or any of its subsidiaries and consolidated affiliated entities in the Occupational Works.

  • Existing Intellectual Property Other than as expressly provided in this AGREEMENT, neither PARTY grants nor shall be deemed to grant any right, title or interest to the other PARTY in any PATENT, PATENT APPLICATION, KNOW-HOW or other intellectual property right CONTROLLED by such PARTY as of the EFFECTIVE DATE.

  • CERTAIN PROVISIONS CONCERNING SECURITIES COLLATERAL SECTION 5.1. Pledge of Additional Securities Collateral 17

  • Intellectual Property Agreements Borrower shall not permit the inclusion in any material contract to which it becomes a party of any provisions that could or might in any way prevent the creation of a security interest in Borrower's rights and interests in any property included within the definition of the Intellectual Property Collateral acquired under such contracts.

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