Applications and Registrations. Each Subsidiary Grantor shall have the duty diligently, through counsel reasonably acceptable to Secured Party, to prosecute, file and/or make, unless and until such Grantor, in its commercially reasonable judgment, decides otherwise, (i) any application relating to any of the Intellectual Property Collateral owned, held or used by such Grantor and identified on Schedule 1(c), that is pending as of the date of this Agreement, (ii) any Registration on any existing or future unregistered but copyrightable works (except for works of nominal commercial value or with respect to which such Grantor has determined in the exercise of its commercially reasonable judgment that it shall not seek registration), (iii) application on any existing patent or future patentable but unpatented invention comprising Intellectual Property Collateral, and (iv) any Trademark opposition and cancellation proceedings, renew Trademark Registrations and Copyright Registrations and do any and all acts which are necessary or desirable, as determined in such Grantor's commercially reasonable judgment, to preserve and maintain all rights in all Intellectual Property Collateral. Any expenses incurred in connection therewith shall be borne solely by such Grantor. Subject to the foregoing, Subsidiary Grantor shall give Secured Party prior written notice of any abandonment of any material Intellectual Property Collateral or any right to file a patent application or any pending patent application or any Patent.
Appears in 2 contracts
Sources: Credit and Guaranty Agreement (Allegiance Telecom Inc), Credit and Guaranty Agreement (Allegiance Telecom Inc)
Applications and Registrations. Each Subsidiary Grantor shall have the duty diligentlyduty, through counsel reasonably acceptable subject to Secured Partythe exercise of its commercially reasonable judgment, to prosecute, file and/or make, unless and until such Grantor, in its commercially reasonable judgment, decides otherwise, (i) any application relating to any of the Intellectual Property Collateral owned, held or used by such Grantor and identified on Schedule 1(c), that is pending as of the date of this Agreement, (ii) any Registration on any existing or future unregistered but copyrightable works (except for works of nominal commercial value or with respect to which such Grantor has determined in the exercise of its commercially reasonable judgment that it shall not seek registration), (iii) application on any existing patent or future patentable but unpatented invention comprising Intellectual Property Collateral, and (iv) any Trademark opposition and cancellation proceedings, renew Trademark Registrations and Copyright Registrations and do any and all acts which are necessary or desirable, as determined in such Grantor's commercially reasonable judgment, to preserve and maintain all rights in all Intellectual Property Collateral. Any expenses incurred in connection therewith shall be borne solely by such Grantor. Subject to the foregoing, Subsidiary Grantor shall give Secured Party prior written notice of any abandonment of any material Intellectual Property Collateral or any right to file a patent application or any pending patent application or any PatentPatent that could reasonably be expected to have Material Adverse Effect.
Appears in 1 contract
Sources: Pledge and Security Agreement (Convergent Communications Inc /Co)