Eligible Intellectual Property definition

Eligible Intellectual Property means, Borrower Intellectual Property determined by Agent in its Permitted Discretion, to be eligible for inclusion in the calculation of the Borrowing Base. Without limiting the foregoing, no Borrower Intellectual Property shall be Eligible Intellectual Property unless:

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Eligible Intellectual Property means Intellectual Property deemed by the Administrative Agent and the Documentation Agent to be eligible for inclusion in the calculation of the Borrowing Base and which, except as otherwise agreed by the Administrative Agent and the Documentation Agent, satisfies all of the following conditions:

Eligible Intellectual Property means Borrower Intellectual Property determined by the Administrative Agent in its reasonable discretion, to be eligible for inclusion in the calculation of the Borrowing Base. Without limiting the foregoing, no Borrower Intellectual Property shall be Eligible Intellectual Property unless:

Examples of Eligible Intellectual Property in a sentence

For purposes of calculating the Eligible Equipment, Eligible Real Property and Eligible Intellectual Property for such Borrowing Base Certificate delivered pursuant to this Section 3D, Borrowers may use the appraised values for Equipment, Real Property Assets and Intellectual Property as determined in August 1996, which values are set forth on SCHEDULE I annexed hereto.
The Equipment, Intellectual Property and Real Estate that are identified by the Borrowers as Eligible Equipment, Eligible Intellectual Property and Eligible Real Property in each Borrowing Base Certificate submitted to the Administrative Agent, at the time of submission, comply in all material respects with the criteria set forth in such defined terms.
Further, nothing herein shall be deemed to derogate from any rights the Term Agent may have under the Term Loan Agreement to (i) determine whether any Intellectual Property (as defined in the Term Loan Agreement) constitutes Eligible Intellectual Property (as defined in the Term Loan Agreement), or (ii) establish and maintain, modify, reduce, increase or eliminate any Intellectual Property Reserve.
In determining which Equipment is Eligible Equipment, which Intellectual Property is Eligible Intellectual Property and which Real Estate is Eligible Real Property, Administrative Agent may rely on all statements and representations made by Borrowers with respect thereto in the Borrowing Base Certificate.
To maintain Net Availability (for the avoidance of doubt, calculated without the inclusion of any amounts attributable to Eligible Intellectual Property Assets as described in clause (c) of the definition of "Borrowing Base") of not less than $5,000,000 as of the end of the fiscal year ending on or about December 31, 2005 and at the end of each fiscal year thereafter.

More Definitions of Eligible Intellectual Property

Eligible Intellectual Property means, as to the Loan Parties, Intellectual Property deemed by the Administrative Agent and the Collateral Agent to be eligible for inclusion in the calculation of the Borrowing Base and which, except as otherwise agreed by the Administrative Agent and the Collateral Agent, satisfies all of the following conditions: (a) such Intellectual Property is validly registered with the U.S. Patent and Trademark Office or the U.S. Copyright Office, as applicable; (b) a Loan Party owns such Intellectual Property; (c) Loan Parties are in compliance in all material respects with the representations, warranties and covenants set forth in this Agreement and the other Loan Documents relating to such Intellectual Property; (d) the Administrative Agent shall have received evidence that all actions that the Administrative Agent may reasonably deem necessary or appropriate in order to create valid first and subsisting Liens on such Intellectual Property (including, without limitation, filings at the U.S. Patent and Trademark Office or the U.S. Copyright Office, as applicable) has been taken; and (e) the Administrative Agent shall have received an appraisal (and updates to such appraisal as set forth in Article III hereof) of such Intellectual Property by a third party appraiser acceptable to the Administrative Agent and the Collateral Agent and otherwise in form and substance satisfactory to the Administrative Agent and the Collateral Agent. General criteria for Eligible Intellectual Property may be changed and any new criteria for Eligible Intellectual Property may be established by Administrative Agent in its Permitted Discretion. Any Intellectual Property which is not deemed Eligible Intellectual Property shall nevertheless be part of the Collateral.

Eligible Intellectual Property means Intellectual Property deemed by the Agent in its Permitted Discretion to be eligible for inclusion in the calculation of the Tranche A-1 Borrowing Base and which, except as otherwise agreed by the Agent in its Permitted Discretion, satisfies all of the following conditions:

Eligible Intellectual Property means at any time, the Intellectual Property of a Credit Party that is not excluded as ineligible by virtue of one or more of the excluding criteria set forth below; provided, however, that such criteria may be revised from time to time by the Administrative Agent in its sole discretion to address the results of any audit, field examination or appraisal performed by or on behalf of the Administrative Agent from time to time after the Closing Date. Except as otherwise agreed by Administrative Agent, in its sole discretion, the following items of Intellectual Property shall not be included in Eligible Intellectual Property:

Eligible Intellectual Property means, as of any date of determination, the Registered trademarks listed on Schedule 1.1G to the Credit Agreement hereto that constitute Collateral and in which the Collateral Agent has a valid, perfected and enforceable security interest in the United States, subject only to Customary Permitted Liens.

Eligible Intellectual Property means “Eligible Intellectual Property” as such term is defined in the Term Credit Agreement.

Eligible Intellectual Property means the Intellectual Property and Intellectual Property Contracts which are license agreements, in each case, which satisfy and continue to satisfy all of the following conditions, and any other Intellectual Property and Intellectual Property Contracts which are license agreements, in each case, which satisfy all of the following conditions:

Eligible Intellectual Property means, at any time, the intellectual property of any Loan Party which the Administrative Agent and the Borrower mutually agreed to be eligible as the basis for the extension of Revolving Loans and Swingline Loans and the issuance of Letters of Credit prior to the Amendment No. 4 Effective Date. Eligible Intellectual Property shall not include any intellectual property: