Common use of Patent Collateral Clause in Contracts

Patent Collateral. All of the Assignors’ right, title and interest in and to all of the Patents, the Patent Registrations, the Patent License Rights, Related Assets and all other Patent Rights, and all additions, improvements, and accessions to, all substitutions for and replacements of, all products and Proceeds (including insurance proceeds) of any and all of the foregoing, and all books, records, technical information and data describing or used in connection with any and all such rights, interests, assets or property. Notwithstanding the foregoing, the Patent Collateral does not and shall not include (i) any Patent that would be rendered invalid, abandoned, void or unenforceable by reason of tis being included as part of the Patent Collateral or (ii) any non-U.S. assets or assets that require action under the law of any non-U.S. jurisdiction to create or perfect a security interest in such assets, including any intellectual property registered in any non-U.S. jurisdiction (and no security agreements or pledge agreements governed under the laws of any non-U.S. jurisdiction shall be required); provided, however, the exclusion in clause (i) above shall in no way be construed to apply if any such prohibition would be rendered ineffective under the UCC (including Sections 9-406, 9-407 and 9-408 thereof) or other Applicable Law (including the United States bankruptcy code) or principles of equity.