Maintenance of Registrations Clause Samples
The Maintenance of Registrations clause requires a party to keep all necessary licenses, permits, or registrations valid and in good standing throughout the duration of an agreement. This typically applies to regulatory approvals, business licenses, or professional certifications that are essential for performing contractual obligations. By mandating ongoing compliance with relevant authorities, the clause ensures that the party remains legally authorized to operate, thereby reducing the risk of disruptions or legal violations during the contract term.
Maintenance of Registrations. Except as otherwise provided in this Agreement or the Asset Purchase Agreement, Buyer shall maintain all Registrations. Seller shall fully cooperate and assist, at Buyer’s expense, with all reasonable requests of Buyer related to the maintenance of such Registrations. Neither Seller nor any of its Affiliates shall take any action intended to adversely affect or that could reasonably be expected to adversely affect any of the Registrations.
Maintenance of Registrations. Licensor shall be responsible for searching, filing, prosecuting and maintaining the Licensed Marks in its sole discretion. Licensor shall be responsible for all costs in connection therewith; provided, that Licensee shall be responsible for all out-of-pocket costs associated with Licensor’s searching, filing, prosecuting and maintaining the applicable Licensed Marks if requested in writing by Licensee in the Territory (and only if Licensor agrees to comply with such request, such agreement not to be unreasonably withheld, conditioned or delayed). In addition, Licensee shall, upon the reasonable request of Licensor, deliver to Licensor necessary specimens or samples of use of a Licensed Mark required by the United States Patent and Trademark Office (or equivalent Governmental Authority in any other jurisdiction) for maintenance of an application or registration of such Licensed Mark.
Maintenance of Registrations. Licensor shall have sole and exclusive control and discretion over all matters relating to the prosecution and maintenance of the Licensed Marks. Licensee shall provide, at Licensor’ request, all necessary assistance with such prosecution and maintenance. Licensee shall not have any claim of any nature whatsoever against Licensor based on or arising out of Licensor’s handling of or decisions concerning prosecution and maintenance of, or actions with respect to, the Licensed Trademarks.
Maintenance of Registrations. SoRSE shall use commercially reasonable efforts to maintain and prosecute in good faith all current pending patent applications in all countries within the Territory, except in circumstances where S▇▇▇▇ decides in its reasonable business judgment to abandon a patent application. SoRSE shall also use commercially reasonable efforts to maintain in good faith all pending applications and registrations for the Trademarks licensed to Valens under this Agreement in all countries within the Territory. On a country-by-country basis, if S▇▇▇▇ decides to discontinue prosecution or maintenance of any licensed registered intellectual property in the Territory ("Discontinued Registrations"), SoRSE will give Valens the option to continue to prosecute and maintain such Discontinued Registrations in SoRSE's name. In the event V▇▇▇▇▇ elects to assume control of prosecution, maintenance or reissuance of any Discontinued Registration : (i) SoRSE wi ll provide such cooperation as Valens may from time to time reasonably request in connection with prosecution, maintenance and reissuance of such Discontinued Registrations; and (ii) Valens shall be entitled to deduct all direct and reasonable costs incurred in prosecuting, maintaining or reissuing the Discontinued Registration from any other payments due to SoRSE under this Agreement, subject to Valens providing sufficient evidence of such direct and reasonable costs actually incurred by V▇▇▇▇▇. The Parties acknowledge and agree that the Discontinued Registrations shall be considered part of the Technology and/or Trademarks licensed to Valens hereunder. SoRSE-Valens Confidential
Maintenance of Registrations. (a) Licensor shall, at its sole expense, take all reasonable steps to maintain the registrations of the Licensed Mark, including timely payment of all maintenance fees, and prosecute to registration any pending applications during the Term. Licensee shall provide, at Licensor’s request, all necessary assistance with such maintenance and prosecution. On request, Licensor shall provide to Licensee copies of receipts of renewal fees.
(b) Licensor shall (i) keep Licensee informed of all Material Developments (as defined herein) in connection with the prosecution and maintenance of any registration or application for registration of the Licensed Mark and (ii) consider Licensee’s written comments in good faith in connection with preparing any filing or response thereto. A “Material Development” means any (A) opposition or other challenge by any other Person to the ownership or validity of any Licensed Mark or any registration or application for registration thereof; (B) notice relating to the abandonment or cancellation of any registration for the Licensed Mark; (C) notice or response relating to an Office Action involving the Licensed Mark; (D) notice that any application for a Licensed Mark has become registered; or (E) request for extension of time to file Statement of Use.
Maintenance of Registrations. Licensor shall, at its own expense, take all reasonable steps to maintain the existing registrations of the Licensed Mark and prosecute to registration any pending applications, in each case, in the Territory, for so long as the Licensed Mark is being used in commerce as required by applicable Law. Licensee shall provide, at Licensor's request and at Licensor's expense, all reasonable or necessary assistance with such maintenance and prosecution. On request, Licensor shall provide to Licensee copies of receipts of renewal fees. For the duration of the license granted hereunder and for a period of at least five (5) years thereafter, Licensee shall maintain appropriate records relating to its use of the Licensed Mark.
Maintenance of Registrations. Licensee shall provide, at Licensors’ request and at Licensors’ expense, all necessary assistance with maintenance of existing registrations and prosecution of any pending applications that comprise the Licensed Marks.
Maintenance of Registrations. The Debtor shall maintain in good standing all registrations and applications with respect to the Intellectual Property Rights except to the extent that any failure to do so could not reasonably be expected to result in a Material Adverse Effect. 500713845 v2
Maintenance of Registrations. The maintenance of existing registrations of the Marks in any country in the Territory will be the responsibility of Licensee at Licensee’s cost and expense, including any tax that may be levied within the Territory.
Maintenance of Registrations. Solx will keep all registrations and applications of the Intellectual Property in good standing and will renew all registrations and file new applications, where commercially reasonable. Solx will not allow any material registered or pending patent or trademark forming part of the IP Collateral to lapse, expire, become abandoned, expunged or cancelled.