Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 8 contracts
Sources: Security Agreement (SoulCycle Inc.), Security Agreement (SoulCycle Inc.), Security Agreement (CPI International Holding Corp.)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Administrative Agent, each Pledgor shall execute and deliver to the Collateral Administrative Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 4 contracts
Sources: Security Agreement (Wendy's Co), Security Agreement (Wendy's Restaurants, LLC), Security Agreement (Wendy's/Arby's Restaurants, LLC)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall promptly execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 4 contracts
Sources: Security Agreement (Orbimage Inc), First Lien Security Agreement (iPCS, INC), Security Agreement (Orbimage Inc)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill Intellectual Property Collateral and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 3 contracts
Sources: Security Agreement (Wynn Resorts LTD), Security Agreement (Wynn Las Vegas LLC), Security Agreement (Wynn Resorts LTD)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, subject to the terms of the Intercreditor Agreement, upon the written demand of the Noteholder Collateral Agent, each Pledgor shall shall, subject to the terms of the Intercreditor Agreement, execute and deliver to the Noteholder Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and Intellectual Property Collateral that is Registered or such other documents as are necessary necessary, advisable or appropriate prudent to carry out the intent and purposes hereof.
Appears in 2 contracts
Sources: Security Agreement (SAExploration Holdings, Inc.), Security Agreement (SAExploration Holdings, Inc.)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the reasonable written demand of the Collateral AgentAgent (pursuant to any direction given by the Trustee or the Controlling Party in accordance with the Indenture), each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights Intellectual Property Collateral (and Goodwill and any applications therefor) or such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 2 contracts
Sources: Security Agreement (Orexigen Therapeutics, Inc.), Security Agreement (Orexigen Therapeutics, Inc.)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and Intellectual Property Collateral that is Registered or such other documents as are necessary necessary, advisable or appropriate prudent to carry out the intent and purposes hereof.
Appears in 2 contracts
Sources: Security Agreement (Internap Corp), Security Agreement (Internap Network Services Corp)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereofhereof to the extent such assignment does not result in any loss of rights therein under applicable Law.
Appears in 2 contracts
Sources: Security Agreement (Sportsman's Warehouse Holdings, Inc.), Security Agreement (Sportsmans Warehouse Holdings Inc)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent in connection with the Collateral Agent’s exercise of its remedies hereunder, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
ARTICLE X APPLICATION OF PROCEEDS
Appears in 2 contracts
Sources: Second Lien Credit Agreement (Emdeon Inc.), Second Lien Credit Agreement (Emdeon Inc.)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent in connection with the Collateral Agent’s exercise of its remedies hereunder, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 2 contracts
Sources: First Lien Credit Agreement (Emdeon Inc.), First Lien Credit Agreement (Emdeon Inc.)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuingcontinuing (but subject to the terms of the Intercreditor Agreements and Section 9.8), upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill applied for Intellectual Property Collateral and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 2 contracts
Sources: Security Agreement, Security Agreement (Aleris Corp)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the reasonable written demand of the Collateral AgentAgent , each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights Intellectual Property Collateral (and Goodwill and any applications therefor) or such other documents as are reasonably necessary (as determined by the Issuer in good faith) or appropriate reasonably requested by the Collateral Agent as so instructed to carry out the intent and purposes hereof.
Appears in 2 contracts
Sources: Security Agreement (Biora Therapeutics, Inc.), Security Agreement (Biora Therapeutics, Inc.)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuingcontinuing (but subject to the terms of the Intercreditor Agreements), upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill applied for Intellectual Property Collateral and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 1 contract
Sources: Security Agreement (Aleris Corp)
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks any Intellectual Property Collateral and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 1 contract
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 1 contract
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the reasonable written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights Intellectual Property Collateral (and Goodwill and any applications therefor) or such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 1 contract
Certain Additional Actions Regarding Intellectual Property. If Subject to the terms of the Intercreditor Agreement, if any Event of Default shall have occurred and be continuing, upon the written demand of the Collateral Agent, each Pledgor shall execute and deliver to the Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 1 contract
Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, each Pledgor shall (including upon the written demand of the Notes Collateral Agent, each Pledgor shall ) execute and deliver to the Notes Collateral Agent an assignment or assignments of the registered Registered Patents, Trademarks and/or Copyrights and Goodwill Copyrights, including exclusive licenses of U.S. registered Copyrights, and such other documents as are necessary or appropriate to carry out the intent and purposes hereof.
Appears in 1 contract