Trademark Collateral all (i) trademarks, trade names, corporate names, company names, business names, fictitious business names, trade dress, service marks, logos, other source of business identifiers, prints and labels on which any of the foregoing have appeared or appear and designs (all of the foregoing items in this clause (i) being collectively called a “Trademark”), now existing anywhere in the world or hereafter adopted or acquired, whether currently in use or not, all registrations and recordings thereof and all applications in connection therewith, whether pending or in preparation for filing, including registrations, recordings and applications in the Trade-marks Branch of the Canadian Intellectual Property Office or in any office or agency of Canada or any Province thereof or any foreign country, and all reissues, extensions or renewals thereof; (ii) Trademark licences and other agreements providing such Grantor with the right to use any items of the type described in clause (i), including each Trademark licence referred to in Item B of Schedule 1.1(a) attached hereto; (iii) the goodwill of the business connected with the use of, and symbolized by, the items described in clause (i); (iv) rights to xxx third parties for past, present and future infringements of any Trademark Collateral described in clauses (i) and (ii); and (v) proceeds of, and rights associated with, the foregoing, including any claim by such Grantor against third parties for past, present or future infringement or dilution of any Trademark, Trademark registration or Trademark licence, including any Trademark, Trademark registration or Trademark licence referred to in Item A and Item B of Schedule 1.1(a) attached hereto, or for any injury to the goodwill associated with the use of any such Trademark or for breach or enforcement of any Trademark licence and all rights corresponding thereto throughout the world (all of the foregoing being herein collectively called the “Trademark Collateral”);
Trademark Collateral. Such Obligor does not own any Trademarks registered in the United States of America to which the last sentence of the definition of Trademark Collateral applies.
Trademark Collateral. For the purpose of enabling the Administrative Agent to exercise rights and remedies under Section 5.05 at such time as the Administrative Agent shall be lawfully entitled to exercise such rights and remedies, and for no other purpose, each Securing Party hereby grants to the Administrative Agent, to the extent assignable, an irrevocable, non-exclusive license (exercisable without payment of royalty or other compensation to such Securing Party) to use, assign, license or sublicense any of the Trademark Collateral now owned or hereafter acquired by such Securing Party, wherever the same may be located, including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer programs used for the compilation or printout thereof. Notwithstanding anything contained herein to the contrary, but subject to the provisions of Section 9.05 of the Credit Agreement that limit the right of the Securing Parties to dispose of their property, so long as no Event of Default shall have occurred and be continuing, the Securing Parties will be permitted to exploit, use, enjoy, protect, license, sublicense, assign, sell, dispose of or take other actions with respect to the Trademark Collateral in the ordinary course of the business of the Securing Parties. In furtherance of the foregoing, unless an Event of Default shall have occurred and be continuing the Administrative Agent shall from time to time, upon the request of the respective Securing Party through the Borrower, execute and deliver any instruments, certificates or other documents, in the form so requested, that such Securing Party through the Borrower shall have certified are appropriate (in their judgment) to allow them to take any action permitted above (including relinquishment of the license provided above as to any specific Trademark Collateral). Further, upon the payment in full of all of the Secured Obligations, and cancellation or termination of the Commitments and all Letters of Credit, or earlier expiration of this Agreement or release of the Collateral, the Administrative Agent shall grant back to the Securing Parties the license granted above. The exercise of rights and remedies under Section 5.05 by the Administrative Agent shall not terminate the rights of the holders of any licenses or sublicenses theretofore granted by the Securing Parties in accordance with the first sentence of this paragraph.
Trademark Collateral. Registered Trademarks --------------------- Trademark Registration Description Country Number ----------- ------- ------------
Trademark Collateral. No Debtor owns any Trademarks registered in the United States of America to which the last sentence of the definition of Trademark Collateral applies.
Trademark Collateral. In the event any ABL Agent releases its first-priority security interest in any Trademark Collateral, the Securities and the Subsidiary Guarantees will be secured by the Trademark Collateral on a first-priority basis; provided that the Company and the Subsidiary Guarantors may use the Trademark Collateral to secure Indebtedness Incurred under Section 3.3(b)(ii)(x)(A) or Section 3.3(b)(v) on a first-priority basis and the Trademark Collateral shall then secure the Securities and the Subsidiary Guarantees on a second-priority basis.
Trademark Collateral. Set forth in Schedule VI is a true and correct list of all Trademark Collateral (as defined in the Security Agreement) of each Grantor.
Trademark Collateral. Financing Statements and Other Filings; Maintenance of Perfected Security Interest..............................12 4.10
Trademark Collateral. No Debtor owns any Trademarks registered in the United States of America that would be rendered invalid, abandoned, void or unenforceable by reason of its being included in the Collateral.
Trademark Collateral. (i) The Trademarks are subsisting and have not been adjudged invalid or unenforceable in whole or in part;
(ii) To the best of Borrower's knowledge, each of the Trademarks is valid and enforceable;
(iii) To the best of Borrower's knowledge, there is no outstanding claim that the use of any of the Trademarks violates the rights of any third person;
(iv) Borrower is the sole and exclusive owner of the entire and unencumbered fight, title and interest in and to each of the Trademarks, free and clear of any liens, charges and encumbrances, except Permitted Liens (including without limitation pledges, assignments, licenses, registered user agreements and covenants by Borrower not to xxx third persons), except for the Licenses referred to in SCHEDULE P attached hereto; and
(v) Borrower has used, and will continue to use for the duration of this Agreement, proper statutory notice, where appropriate, in connection with its use of the Trademarks. TERM LOAN AND SECURITY AGREEMENT
