Common use of Certain Additional Actions Regarding Intellectual Property Clause in Contracts

Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Administrative Agent, each Pledgor shall, at the Administrative Agent’s request, execute and deliver to the Administrative Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or reasonably appropriate to carry out the intent and purposes hereof. Within five (5) Business Days of written notice thereafter from the Administrative Agent, each Pledgor shall make available to the Administrative Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the Administrative Agent may reasonably designate for a reasonable period to enable such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or Copyrights, and such persons shall be available to perform their prior functions on the Administrative Agent’s behalf.

Appears in 4 contracts

Sources: Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.), Credit Agreement (ESH Hospitality, Inc.)

Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Administrative Agent, each Pledgor shall, at the Administrative Agent’s request, shall execute and deliver to the Administrative Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or reasonably appropriate to carry out the intent and purposes hereof. Within five (5) Business Days of written notice thereafter from the Administrative Agent, each Pledgor shall use commercially reasonable efforts to make available to the Administrative Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the Administrative Agent may reasonably designate for a reasonable period request to enable permit such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or Copyrights, and each Pledgor shall use commercially reasonable efforts to make such persons shall be available to perform their prior functions on the Administrative Agent’s behalf.

Appears in 4 contracts

Sources: Credit Agreement (American Renal Associates Holdings, Inc.), Security Agreement (American Renal Associates LLC), Credit Agreement (American Renal Associates LLC)

Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Administrative Agent, each Pledgor shall, at the Administrative Agent’s request, shall execute and deliver to the Administrative Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and Intellectual Property Collateral or such other documents as are necessary or reasonably appropriate to carry out the intent and purposes hereof; provided, however, that if the Event of Default is no longer continuing, the Administrative Agent shall promptly execute and deliver to each Pledgor such reassignments or other documents necessary to place such Pledgors in control and ownership of such Intellectual Property Collateral. Within five (5) a commercially reasonable time and in any event within 10 Business Days of written notice thereafter thereof from the Administrative Agent, each Pledgor shall make available to the Administrative Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the Administrative Agent may reasonably designate for a reasonable period to enable permit such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or Copyrights, and such persons shall be available to perform their prior functions on the Administrative Agent’s behalf.

Appears in 3 contracts

Sources: Security Agreement (Language Line Costa Rica, LLC), Security Agreement (Language Line Holdings, Inc.), Security Agreement (Atlantic Broadband Management, LLC)

Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the Administrative Collateral Agent, each Pledgor shall, at the Administrative Agent’s request, shall execute and deliver to the Administrative Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or reasonably 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. Within five (5) Business Days of written notice thereafter from the Administrative Collateral Agent, each Pledgor shall make available to the Administrative Collateral Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the Administrative Collateral Agent may reasonably designate for a reasonable period to enable permit such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or Copyrights, and such persons Persons shall be available to perform their prior functions on the Administrative Collateral Agent’s behalf.

Appears in 2 contracts

Sources: Security Agreement (Sportsman's Warehouse Holdings, Inc.), Security Agreement (Sportsman's 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 Administrative Agent, each Pledgor shall, at the Administrative Agent’s request, shall execute and deliver to the Administrative Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or reasonably 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. Within five (5) Business Days of written notice thereafter from the Administrative Agent, each Pledgor shall make available to the Administrative Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the Administrative Agent may reasonably designate for a reasonable period to enable permit such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or Copyrights, and such persons Persons shall be available to perform their prior functions on the Administrative Agent’s behalf.

Appears in 1 contract

Sources: Security Agreement (Sportsman's 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 Administrative AgentCollateral Agent as directed by the applicable Secured Parties, each Pledgor shall, at the Administrative Agent’s request, shall execute and deliver to the Administrative Collateral Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or reasonably appropriate to carry out the intent and purposes hereof. Within five (5) Business Days of written notice thereafter from the Administrative Collateral Agent, each Pledgor shall make available to the Administrative Collateral Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the Administrative Collateral Agent may reasonably designate for a reasonable period designate, as directed by the applicable Secured Parties, to enable permit such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or Copyrights, and such persons shall be available to perform their prior functions on the Administrative Collateral Agent’s behalf.

Appears in 1 contract

Sources: Security Agreement (Dish DBS Corp)

Certain Additional Actions Regarding Intellectual Property. If any Event of Default shall have occurred and be continuing, upon the written demand of the First Lien Administrative Agent, each Pledgor shall, at the Administrative Agent’s request, shall execute and deliver to the First Lien Administrative Agent an assignment or assignments of the registered Patents, Trademarks and/or Copyrights and Goodwill and such other documents as are necessary or reasonably appropriate to carry out the intent and purposes hereof. Within five (5) Business Days of written notice thereafter from the First Lien Administrative Agent, each Pledgor shall use commercially reasonable efforts to make available to the First Lien Administrative Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the First Lien Administrative Agent may reasonably designate for a reasonable period request to enable permit such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or Copyrights, and each Pledgor shall use commercially reasonable efforts to make such persons shall be available to perform their prior functions on the First Lien Administrative Agent’s behalf.

Appears in 1 contract

Sources: First Lien Credit Agreement (American Renal Associates Holdings, Inc.)

Certain Additional Actions Regarding Intellectual Property. If any Upon the occurrence and during the continuance of an Event of Default shall have occurred and be continuing, Default: (a) upon the written demand of the Administrative Agent, each Pledgor shall, at the Administrative Agent’s request, shall execute and deliver to the Administrative Agent an assignment or assignments of the registered and owned Patents, Trademarks and/or Copyrights and Goodwill and such other documents by such Pledgor as are necessary or reasonably appropriate to carry out the intent and purposes hereof. Within ; (b) each Pledgor will, at the request of the Administrative Agent, use its commercially reasonable efforts to obtain all requisite consents or approvals by the licensor of each License owned by a third party to effect the assignment of all such Pledgor’s right, title and interest thereunder to the Administrative Agent; and (c) within five (5) Business Days of written notice thereafter from the Administrative Agent, each Pledgor shall make available to the Administrative Agent, to the extent within such Pledgor’s power and authority, such personnel in such Pledgor’s employ on the date of the Event of Default as the Administrative Agent may reasonably designate for a reasonable period to enable permit such Pledgor to continue, directly or indirectly, to produce, advertise and sell the products and services sold by such Pledgor under the registered Patents, Trademarks and/or CopyrightsCopyrights owned by such Pledgor or licensed and validly assigned to the Administrative Agent, and such persons shall be available to perform their prior functions on the Administrative Agent’s behalf.

Appears in 1 contract

Sources: Security Agreement (BRP (Luxembourg) 4 S.a.r.l.)