Common use of Intellectual Property Clause in Contracts

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 16 contracts

Samples: Credit Agreement (Big City Radio Inc), Guarantee and Collateral Agreement (Tenneco Automotive Inc), Guarantee and Collateral Agreement (Avery Berkel Holdings LTD)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such material Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under each such material Trademark, (iii) use each such material Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of any such material Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain obtain, to the extent available, a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such material Trademark may become invalidated or impaired in any way.

Appears in 13 contracts

Samples: Guarantee and Collateral Agreement (Ultra Clean Holdings Inc), Guarantee and Collateral Agreement (Barracuda Networks Inc), Guarantee and Collateral Agreement (K2m Group Holdings, Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 12 contracts

Samples: Guarantee and Collateral Agreement (Sba Communications Corp), Credit Agreement (Hudson Pacific Properties, Inc.), Guarantee and Collateral Agreement (Dobson Communications Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall, in the exercise of its reasonable business judgment, taking into account the Secured Parties’ interests under this Agreement, (i) continue to use each owned Trademark material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use business, (ii) maintain as in the past the commercially reasonable quality of products and services offered under such Trademark Trademarks and take all necessary steps to ensure that all licensed users of such Trademarks comply with such Grantor’s quality control requirements and maintain reasonable quality, (iii ) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark Trademarks unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement and an Intellectual Property Security Agreement, and ( v iv) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 11 contracts

Samples: Pledge and Security Agreement (Babcock & Wilcox Co), Credit Agreement (Babcock & Wilcox Co), Pledge and Security Agreement (Babcock & Wilcox Co)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 7 contracts

Samples: Guaranty and Collateral Agreement (Digerati Technologies, Inc.), Guaranty and Collateral Agreement (Option Care Inc/De), Guaranty and Collateral Agreement (Multi Color Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark (or any goodwill associated therewith) may become invalidated destroyed, invalidated, impaired or impaired harmed in any way.

Appears in 5 contracts

Samples: Pledge and Security Agreement (Alaris Medical Systems Inc), Pledge and Security Agreement (Amkor Technology Inc), Pledge and Security Agreement (WCI Steel, Inc.)

Intellectual Property. (a) Such Grantor The Obligor (either itself or through licensees) will will, for each Trademark, (i) to the extent consistent with past practice and good business judgment, continue to use each material such Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force and effect free from any claim of abandonment for non-use nonuse, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use employ such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such any Trademark material to the conduct of its business may become invalidated or impaired in any way invalidated.

Appears in 5 contracts

Samples: Security Agreement (Appaloosa Management Lp), Security Agreement (Appaloosa Management Lp), Subordinated Security Agreement (Inamed Corp)

Intellectual Property. (a) Such Grantor The Debtor (either itself or through licensees) will shall (and shall cause all licensees or sublicensees thereof to) (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt execute and file all documents necessary to perfect a security interest pursuant to this Agreement in favour of the Collateral Agent promptly upon adopting or use using any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act (and not permit or direct by express act or omission any licensee or sublicensee thereof to do any act) whereby such Trademark (or any goodwill associated therewith) may become invalidated destroyed, invalidated, impaired or impaired harmed in any way ; provided, however, that (i) to (iii) and (v) above shall be subject to the good faith exercise by the Debtor of its reasonable business judgment consistent with past practices.

Appears in 5 contracts

Samples: General Security Agreement (Warnaco Group Inc /De/), General Security Agreement (Warnaco Group Inc /De/), General Security Agreement (Warnaco Group Inc /De/)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Collateral Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark (or any goodwill associated therewith) may become invalidated destroyed, invalidated, impaired or impaired harmed in any way.

Appears in 5 contracts

Samples: Pledge and Security Agreement (Knology Inc), Pledge and Security Agreement (Knology Inc), Pledge and Security Agreement (Knology Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use maintain each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any meritorious claim of abandonment for non-use, (ii) maintain as and in the past a manner consistent with the quality of products goods and services offered under such Trademark, Trademark in the past; ( iii ii) use such Trademark Trademarks with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, ( iv iii) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark Trademarks unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and ( v iv) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 5 contracts

Samples: Guarantee and Collateral Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Guarantee and Collateral Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Guarantee and Collateral Agreement (Marriott Vacations Worldwide Corp)

Intellectual Property. (a) Such Except as otherwise permitted under the Credit Agreement, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, law and (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 5 contracts

Samples: Security Agreement (InfuSystem Holdings, Inc), Security Agreement (InfuSystem Holdings, Inc), Security Agreement (I Flow Corp /De/)

Intellectual Property. (a) Such Grantor The Company (either itself or through licensees) will will, for each Trademark, (i) to the extent consistent with past practice and good business judgment, continue to use each material such Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force and effect free from any claim of abandonment for non-use nonuse, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use employ such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such any Trademark material to the conduct of its business may become invalidated or impaired in any way invalidated.

Appears in 5 contracts

Samples: Security Agreement (Nu Tech Bio Med Inc), Securities Purchase Agreement (Telscape International Inc), Security Agreement (Physicians Clinical Laboratory Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark and take all necessary steps to ensure that all licensed users of such Trademark maintain as in the past such quality, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement and the Intellectual Property Security Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 5 contracts

Samples: Guarantee and Collateral Agreement (Rent a Center Inc De), Intellectual Property Security Agreement (Waste Services, Inc.), Guarantee and Collateral Agreement (Rent a Center Inc De)

Intellectual Property. (a) Such Except to the extent any Grantor reasonably determines that any Intellectual Property is no longer used or useful in its business, such Grantor (either itself or through licensees) will (i) continue to use commercially each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 5 contracts

Samples: Shared Services Agreement (DEX ONE Corp), Guarantee and Collateral Agreement (Dex Media East LLC), Shared Services Agreement (DEX ONE Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law Governmental Requirements, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 4 contracts

Samples: Guaranty and Collateral Agreement (Petro Resources Corp), Guaranty and Collateral Agreement (ABC Funding, Inc), Assumption Agreement (ABC Funding, Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (and shall cause all licensees or sublicensees thereof to) (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt execute and file all documents necessary to perfect a security interest pursuant to this Agreement in favor of the Collateral Agent promptly upon adopting or use using any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act (and not permit or direct by express act or omission any licensee or sublicensee thereof to do any act) whereby such Trademark (or any goodwill associated therewith) may become invalidated destroyed, invalidated, impaired or impaired harmed in any way ; provided, however, that (i)-(iii) and (v) above shall be subject to the good faith exercise by such Grantor of its reasonable business judgment consistent with past practices.

Appears in 4 contracts

Samples: Pledge and Security Agreement (Warnaco Group Inc /De/), Pledge and Security Agreement (Warnaco Group Inc /De/), Security Agreement (Warnaco Group Inc /De/)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods and services applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent Collateral Trustee, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way , except in any such case where the failure to comply with any of the foregoing clauses (i) through (v) would not reasonably be expected to have a Material Adverse Effect.

Appears in 4 contracts

Samples: Collateral Agreement (Carmike Cinemas Inc), Guarantee and Collateral Agreement (Carmike Cinemas Inc), Collateral Agreement (Carmike Cinemas Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the any appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 4 contracts

Samples: Guarantee and Collateral Agreement (Nbty Inc), Guarantee and Collateral Agreement (Anacomp Inc), Credit and Guarantee Agreement (Nbty Inc)

Intellectual Property. (a) Such Except as would not have a material adverse effect on the aggregate value of the Credit Agreement Collateral, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Administrative Agent and the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 4 contracts

Samples: Guarantee and Collateral Agreement (Paperweight Development Corp), Guarantee and Collateral Agreement (Paperweight Development Corp), Guarantee and Collateral Agreement (Appleton Papers Inc/Wi)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the consistent with past practice the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends legends, in each case, as required by applicable Requirements of Law, (iv) not adopt or use any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Collateral Agent shall obtain a perfected security interest interests in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any other act or knowingly omit to do any act whereby such Trademark (or any goodwill associated therewith) may become invalidated destroyed, invalidated, impaired or impaired harmed in any way.

Appears in 4 contracts

Samples: Third Amended And (Revlon Consumer Products Corp), Pledge and Security Agreement (Revlon Consumer Products Corp), Pledge and Security Agreement (Revlon Consumer Products Corp)

Intellectual Property. (a) Such Except as would not have a material adverse effect on the aggregate value of the Credit Agreement Collateral, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any new mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Administrative Agent, the Lenders and the other Secured Parties, shall obtain a perfected security interest in such new mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 4 contracts

Samples: Guarantee and Collateral Agreement (Paperweight Development Corp), Guarantee and Collateral Agreement (Paperweight Development Corp), Guarantee and Collateral Agreement (Paperweight Development Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark (to the extent a security interest in such mark may be perfected by filing under the applicable Uniform Commercial Code, or similar law in a foreign jurisdiction, or with the United States Patent and Trademark Office, or corresponding foreign office, and to the extent requested following a notice delivered by such Grantor pursuant to clause (f) below) pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 4 contracts

Samples: Guarantee and Collateral Agreement (Tenneco Inc), Guarantee and Collateral Agreement (Tenneco Inc), Patent Status Report (Tenneco Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its then current line as reflected in its then current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use employ such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law registration, if applicable, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of any such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such Trademark may become invalidated where such act or impaired in any way failure to act could reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Credit Agreement (Cole National Group Inc), Credit Agreement (Cole National Corp /De/), Guarantee and Collateral Agreement (Cole National Corp /De/)

Intellectual Property. (a) Such Grantor Each Obligor (either itself or through licensees) will will, for each Trademark, (i) to the extent consistent with past practice and good business judgment, continue to use each material such Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force and effect free from any claim of abandonment for non-use nonuse, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use employ such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such any Trademark material to the conduct of its business may become invalidated or impaired in any way invalidated.

Appears in 3 contracts

Samples: Security Agreement (Apria Healthcare Group Inc), And Security Agreement (Inamed Corp), Guarantee and Security Agreement (Appaloosa Management Lp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement Agreement and take reasonable steps to perfect such security interest promptly, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way , except to the extent that such Grantor reasonably determines that any Trademark is of no further value.

Appears in 3 contracts

Samples: Collateral Agreement (Ifco Systems Nv), Guarantee and Collateral Agreement (Ifco Systems Nv), Guarantee and Collateral Agreement (Ifco Systems Nv)

Intellectual Property. (a) Such With respect to each material Trademark owned by a Grantor, such Grantor (either itself will, except to the extent the Grantor determines, in accordance with prudent business practices, to change the Trademark associated with such goods or through licensees) will services, or to cease offering the goods or services with which the Trademark is associated, (i) continue to use each material such Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Lender shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way .

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (Printcafe Software Inc), Guarantee and Collateral Agreement (Printcafe Software Inc), Guarantee and Collateral Agreement (Printcafe Software Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will will, except with respect to any Trademark that such Grantor shall reasonably determine is not material to the business of the Company and its Subsidiaries, taken as a whole, or otherwise reasonably determines not to do so, (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use reasonable efforts to employ such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to in accordance with the terms of this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way unenforceable.

Appears in 3 contracts

Samples: Credit Agreement (Dole Food Co Inc), Assignment and Assumption (Dole Food Co Inc), Assignment and Assumption (Dole Food Co Inc)

Intellectual Property. (a) Such Except as would not reasonably be expected to result in a Material Adverse Effect, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark owned by such Grantor (based upon such Grantor’s offering of products and/or services) on each and every trademark class of goods applicable for which such trademark is currently used, to its current line as reflected in its current catalogs, brochures and price lists the extent necessary in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in at least the past the same standards of quality of products and services offered under such Trademark Trademark as are currently maintained, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, and (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not knowingly (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way materially destroyed, invalidated, harmed or impaired.

Appears in 3 contracts

Samples: Guarantee and Security Agreement (National Mentor Holdings, Inc.), Guarantee and Security Agreement (National Mentor Holdings, Inc.), Guarantee and Security Agreement

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) except as determined in such Grantor’s reasonable business judgment, continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for itself and for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Credit Agreement (Furmanite Corp), Guaranty and Collateral Agreement (Furmanite Corp), Guaranty and Collateral Agreement (Furmanite Corp)

Intellectual Property. (a) Such The Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark trademark, (iii) use such Trademark trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law Applicable Laws, (iv) not adopt or use any mark trademark which is confusingly similar or a colorable imitation of such Trademark trademark unless the Administrative Agent, for the ratable benefit of itself and the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement , ; and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Loan Agreement (Medcath Corp), Loan Agreement (Medcath Corp), Loan Agreement (Medcath Corp)

Intellectual Property. (a) Such Grantor 1. Each Grantor, as applicable, (either itself or through licensees) will shall ( i A) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected product or in connection with each and every service identified in its current catalogs, brochures and price lists respective applications or registrations in order to maintain such Trademark in full force free from any claim of abandonment for non-use, except such Trademarks that such Grantor decides, in its reasonable good faith business judgment and consistent with its past practices, to abandon, ( ii B) maintain as in the past the quality of products and services offered under such Trademark Trademark consistent with its best past standards, ( iii C) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and ( v D) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become abandoned, invalidated or impaired in any way.

Appears in 3 contracts

Samples: Credit Agreement (Sprague Resources LP), Credit Agreement (Sprague Resources LP), Security Agreement

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such material Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such material Trademark, (iii) use such material Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such material Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (Sunpower Corp), Guarantee and Collateral Agreement (Enernoc Inc), Guarantee and Collateral Agreement (Enernoc Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force with respect to footwear and retail shoe store services (if so used as of the date hereof), free from any claim of abandonment for non-use, (ii) except as it may otherwise determine in the ordinary course of its business, maintain as in the past the quality of products and services offered under such Trademark, (iii) generally use such Trademark with the appropriate notice commercially reasonable notices of registration and all other regular notices and legends required by applicable Requirements of Law, Law and (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) knowingly do any act or knowingly omit to do any act whereby such Trademark (or any goodwill associated therewith) may become destroyed or invalidated or impaired in any way.

Appears in 3 contracts

Samples: Pledge and Security Agreement (Collective Brands, Inc.), Pledge and Security Agreement (Collective Brands, Inc.), Loan and Guaranty Agreement (Collective Brands, Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on and with respect to each and every trademark class of goods product and service applicable to its then current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, provided that if a product or service line is discontinued, use of a Trademark with respect to such product or service line may be discontinued, (ii) maintain as in at least the past the current quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Agents and the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not knowingly (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way , except as provided in Section 5.10(a)(i) above.

Appears in 3 contracts

Samples: Assumption Agreement (Scientific Games Corp), Guarantee and Collateral Agreement (Scientific Games Corp), Guarantee and Collateral Agreement (Scientific Games Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the any appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (Nbty Inc), Guarantee and Collateral Agreement (Nbty Inc), Guarantee and Collateral Agreement (Nbty Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the General Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (SMTC Corp), Guarantee and Collateral Agreement (Laidlaw Environmental Services Inc), Credit Agreement (Safety Kleen Corp/)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, in each case if such Grantor deems that such use is appropriate under the circumstances, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required of such Grantor by applicable Requirements of Law Governmental Requirements, (iv) not knowingly adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) knowingly do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Guaranty and Collateral Agreement (Rex Energy Corp), Guaranty and Collateral Agreement (Rex Energy Corp), Guaranty and Second Lien Collateral Agreement (Rex Energy Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark that is material Trademark on each and every trademark class of goods applicable to its Grantor’s then current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any material way.

Appears in 3 contracts

Samples: First Lien Guarantee and Collateral Agreement (New World Restaurant Group Inc), Guarantee and Collateral Agreement (New World Restaurant Group Inc), Guarantee and Collateral Agreement (Einstein Noah Restaurant Group Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) to such extent as such Grantor determines it is desirable to do so, continue to use each material Trademark on each and every material trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, and (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or materially impaired in any way.

Appears in 3 contracts

Samples: Collateral Agreement (Primus Telecommunications Group Inc), Collateral Agreement (Primus Telecommunications Group Inc), Guarantee and Collateral Agreement (Primus Telecommunications Group Inc)

Intellectual Property. (a) Such Except as would not have a material adverse effect on the aggregate value of the Indenture Collateral, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Collateral Agreement (Paperweight Development Corp), Collateral Agreement (Appleton Papers Inc/Wi), Collateral Agreement (Appleton Papers Inc/Wi)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) to the extent consistent with reasonable commercial judgment, continue to use each material Trademark owned by such Grantor on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) to the extent consistent with reasonable commercial judgment, maintain as in the past the quality of products and services offered under such Trademark Trademark at a level substantially consistent with the quality of products and services offered under such Trademark as of the date hereof, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, and (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit authorize any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated unenforceable or impaired in any way way except to the extent consistent with reasonable commercial judgment. Without limitation of other provisions of this Agreement, every Trademark adopted or acquired by a Grantor that is confusingly similar to or a colorable imitation of any Trademark owned by such Grantor will automatically be included in the Collateral for all purposes of this Agreement, and, if a Grantor applies to register or registers any such Trademark, the applicable Grantor shall notify the Administrative Agent pursuant to Section 6.8(f) in order for the Administrative Agent, for the ratable benefit of the Secured Parties, to obtain a perfected security interest in such Trademark pursuant to this Agreement.

Appears in 3 contracts

Samples: Credit Agreement (Avis Budget Group, Inc.), Guarantee and Collateral Agreement (Avis Budget Group, Inc.), Guarantee and Collateral Agreement (Avis Budget Group, Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement and the IP Security Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way , to the extent that any action in clauses (i) - (v) could reasonably be expected to have a Material Adverse Effect.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (Aralez Pharmaceuticals Inc.), Guarantee and Collateral Agreement (Aralez Pharmaceuticals Inc.), Guarantee and Collateral Agreement (Aralez Pharmaceuticals Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark that is material Trademark to the operation of the business of the Company and its Subsidiaries taken as a whole on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way material respect.

Appears in 3 contracts

Samples: Guarantee and Collateral Agreement (Readers Digest Association Inc), Guarantee and Collateral Agreement (Readers Digest Association Inc), Credit Agreement (Readers Digest Association Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark (to the extent a security interest in such mark may be perfected by filing under the applicable Uniform Commercial Code, or similar law in a foreign jurisdiction, or with the US Patent and Trademark Office, or corresponding foreign office, and to the extent requested pursuant to clause (f) below) pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 3 contracts

Samples: Credit Agreement (Tenneco Inc), Guarantee and Collateral Agreement (Tenneco Automotive Inc), Guarantee and Collateral Agreement (Tenneco Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark included in the Owned Intellectual Property on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, unless Grantor makes a good faith business decision to discontinue such line, change the name of such goods or services, or such abandonment is permitted by Section 4.10(h), (ii) take reasonable steps to maintain as in the past the quality of products and services offered under any of its Trademarks and take all reasonable steps to ensure that all its licensed users of such Trademark Trademarks maintain such quality, (iii ) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such a Trademark included in the Owned Intellectual Property unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement and the Trademark Security Agreement, and ( v iv) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby a Trademark owned by such Trademark Grantor may become invalidated or impaired in any way , but subject to Grantor’s rights to discontinue or abandon its rights under Section 4.10(h).

Appears in 2 contracts

Samples: Pledge and Security Agreement (MacDermid Group Inc.), Pledge and Security Agreement (MacDermid Group Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its then-current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt law or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement regulations, and ( v iv) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Campfire Inc), Guarantee and Collateral Agreement (Purina Mills Inc)

Intellectual Property. (a) Such Grantor (either itself or --------------------- through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way , except in each case to the extent that taking, or omitting to take, such action would not have a Material Adverse Effect.

Appears in 2 contracts

Samples: Assumption Agreement (Details Inc), Guarantee and Collateral Agreement (Details Capital Corp)

Intellectual Property. ( a i) Such Grantor Obligor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non- use use unless in the good faith judgment of such Obligor the use of such Trademark is no longer commercially reasonable or such Obligor reasonably deems such Trademark unnecessary in its business, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark except to the extent, (iii) in the good faith judgment of such Obligor, any change in quality is commercially reasonable, use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law Laws, (iv) not adopt or use any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way way except to the extent such Obligor, in its good faith judgment, deems the same to be commercially reasonable or deems such Trademark unnecessary in its business.

Appears in 2 contracts

Samples: Revolving Credit Agreement (IASIS Healthcare LLC), Credit Agreement (IASIS Healthcare LLC)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class necessary to the operation of goods applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such material Trademark necessary to the operation of its business in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under each such Trademark material Trademark necessary to the operation of its business, (iii) use each such material Trademark necessary to the operation of its business with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of any such material Trademark necessary to the operation of its business unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain obtain, to the extent available, a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby any such material Trademark necessary to the operation of its business may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Alarm.com Holdings, Inc.), Credit Agreement (Alarm.com Holdings, Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark as of the date hereof, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Collateral Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way way or destroy or otherwise tarnish the goodwill associated with any Trademark.

Appears in 2 contracts

Samples: Security Agreement (Merisant Worldwide, Inc.), Security Agreement (Merisant Co)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Aftermarket Technology Corp), Guarantee and Collateral Agreement (Aftermarket Technology Corp)

Intellectual Property. (a) Such Unless the Grantor can reasonably demonstrate to the Administrative Agent that in each case the economic benefit to such Grantor of not acting as required under clauses (i), (ii), or (iii) hereof exceeds the economic benefit to such Grantor of compliance with such clauses, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark Trademarks on each and every material trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark Trademarks in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and take all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation necessary steps to ensure that all licensed users of such material Trademark unless maintain as in the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in past such mark pursuant to this Agreement quality, and ( v iii) not (and will not permit any licensee or sublicensee thereof to) do take any act action or knowingly omit to do take any act whereby action that may cause such material Trademark may to become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Syniverse Technologies Inc), Guarantee and Collateral Agreement (Tsi Finance Inc)

Intellectual Property. ( a A) Such Each Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall IBM Credit will obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Term Credit Agreement (Applied Digital Solutions Inc), Term Credit Agreement (Digital Angel Share Trust)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past or improve the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired unenforceable in any way.

Appears in 2 contracts

Samples: Security Agreement (Ennis, Inc.), Security Agreement (Ennis, Inc.)

Intellectual Property. (a) Such Grantor 1. Each Grantor, as applicable, (either itself or through licensees) will shall ( i A) continue to use each material Trademark Trade-mark on each and every trademark class of goods applicable to its current line as reflected product or in connection with each and every service identified in its current catalogs, brochures and price lists respective applications or registrations in order to maintain such Trademark Trade-mark in full force free from any claim of abandonment for non-use, except such Trade-marks that such Grantor decides, in its reasonable good faith business judgment and consistent with its past practices, to abandon, ( ii B) maintain as in the past the quality of products and services offered under such Trademark Trade-mark consistent with its best past standards, ( iii C) use such Trademark Trade-mark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and ( v D) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark Trade-mark may become abandoned, invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Sprague Resources LP), Security Agreement

Intellectual Property. (a) Such Grantor (either itself or through licensees) will will, in the exercise of its reasonable business judgment, taking into account the Administrative Agent’s interests under this Agreement, (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Blueknight Energy Partners, L.P.), Credit Agreement (Blueknight Energy Partners, L.P.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on owned by it in each and every trademark international class of for the goods applicable to its current line as reflected and/or services set forth in its current catalogs, brochures and price lists in order applications or registrations to maintain such Trademark in full force force, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Creditors, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit authorize any licensee or sublicensee thereof to) knowingly do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way ; unless, in each case, such Grantor, in the exercise of its best business judgment, deems it not commercially reasonable to do so under the circumstances.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Hanger Orthopedic Group Inc), Credit Agreement (Hanger Orthopedic Group Inc)

Intellectual Property. (a) Such Unless such Grantor, in its commercially reasonable business judgment determines that doing otherwise would be in its best commercial interest, such Grantor (either itself or through licensees) will (i) continue to use each Trademark material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of itself and the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guaranty and Collateral Agreement (Russ Berrie & Co Inc), Guaranty and Collateral Agreement (Russ Berrie & Co Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Security Agreement (Dominion Homes Inc), Security Agreement (Dominion Homes Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements requirements of Law law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Collateral Agreement (Clarksburg Skylark, LLC), Credit Agreement (M I Homes Inc)

Intellectual Property. (a) Such Subject to such Grantor’s commercially reasonable business judgment, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class classes of goods or services applicable to its current line as reflected in its current catalogs business, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the a manner consistent with past practices the quality of all products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any new mark or any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark to the extent required pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way abandoned.

Appears in 2 contracts

Samples: Joinder Agreement (Logan's Roadhouse of Kansas, Inc.), Security Agreement (Lri Holdings, Inc.)

Intellectual Property. (a) Such Grantor (either through itself or through its licensees) will (i) continue to use each Trademark material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law law to maintain such Trademark, ( iv iii) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, and ( v iv) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guaranty and Collateral Agreement (Qumu Corp), Guaranty and Collateral Agreement (Qumu Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (UniTek Global Services, Inc.), Guarantee and Collateral Agreement (Protection One Alarm Monitoring Inc)

Intellectual Property. (a) Such Grantor ( Grantor, either itself or through licensees ) , will (i) as deemed necessary in such Grantor’s reasonable business judgment, continue to use each material U.S. Trademark on in connection with each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non- use use in the United States, (ii) maintain as in the past the quality of products and services offered under such Trademark material Trademark in the United States, (iii) use such material Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements requirements of Law law in the United States, (iv) not adopt or use any new mark or any mark in the United States which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant shall be considered Collateral and subject to the terms of this Agreement, and ( v iv) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such material Trademark may become abandoned, invalidated or impaired in any way material respect in the United States other than as set forth in (i) above.

Appears in 2 contracts

Samples: Collateral Agreement (Clearwire Corp /DE), Collateral Agreement (Clearwire Corp /DE)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its then-current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such each material Trademark, (iii) use such Trademark with the all appropriate notice notices of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such any material Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Omniamerica Inc), Guarantee and Collateral Agreement (Lin Television Corp)

Intellectual Property. (a) Such The Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Lender shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Security Agreement (Franklin Credit Management Corp/De/), Security Agreement (Franklin Credit Management Corp/De/)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such each material Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such each material Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Securityholders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such each material Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Collateral Agreement (Harvard Industries Inc), Collateral Agreement (Harvard Industries Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark material Trademark to the operations of the Loan Parties, taken as a whole, on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists operations in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Collateral Agreement (Universal Health Services Inc), Collateral Agreement (Universal Health Services Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) subject to its reasonable business judgment, continue to use each material registered Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Windy Hill Pet Food Co Inc), Credit Agreement (Windy Hill Pet Food Co Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark that is then material Trademark to the conduct of such Grantor's business on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (American Buildings Co /De/), Guarantee and Collateral Agreement (American Buildings Co /De/)

Intellectual Property. Except as would not reasonably be expected to have a Material Adverse Effect (a) Such Grantor (either itself or through licensees) will shall (i) to the extent commercially reasonable, continue to use each Trademark material Trademark to its business on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark and take all necessary steps to ensure that all licensed users of such Trademark maintain as in the past such quality, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for its benefit and for the ratable benefit of the Lenders other Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement and the Intellectual Property Security Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may could reasonably be expected to become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Second Lien Guarantee and Collateral Agreement (Generac Holdings Inc.), Assumption Agreement (Generac Holdings Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark at least in a manner substantially consistent with past business practices, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Collateral Agreement (Thompson Creek Metals CO Inc.), Canadian Collateral Agreement (Thompson Creek Metals CO Inc.)

Intellectual Property. (a) Such Grantor (either itself or through licensees licensees approved by the Lender) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Lender shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee approved by the Lender thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Harman International Industries Inc /De/), And Collateral Agreement (Circuit Research Labs Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable material Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Bear Island Finance Co Ii), Credit Agreement (Bear Island Finance Co Ii)

Intellectual Property. (a) Such Grantor (either itself or --------------------- through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Intira Corp), And Collateral Agreement (Nationwide Credit Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and use commercially reasonable efforts to not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (NBC Acquisition Corp), Guarantee and Collateral Agreement (Nebraska Book Co)

Intellectual Property. ( a i) Such Grantor Obligor (either itself or through licensees) will ( i A) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non- use use unless in the good faith judgment of such Obligor the use of such Trademark is no longer commercially reasonable, ( ii B) maintain as in the past the quality of products and services offered under such Trademark Trademark except to the extent, in the good faith judgment of such Obligor, any change in quality is commercially reasonable, ( iii C) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law Laws, ( iv D) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and ( v E) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way way except to the extent Obligor, in its good faith judgment, deems the same to be commercially reasonable.

Appears in 2 contracts

Samples: Security and Pledge Agreement (Inamed Corp), Security and Pledge Agreement (Team Health Inc)

Intellectual Property. ( a i) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark that is material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used in the ordinary course of business, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark in the ordinary course of business, (iii) use such Trademark in the ordinary course of business with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark in the ordinary course of business which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Lender shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way way in the ordinary course of business.

Appears in 2 contracts

Samples: Credit Agreement (Globalstar Lp), Credit Agreement (Globalstar Lp)

Intellectual Property. ( a i) Such Grantor Each Grantor, as applicable, (either itself or through licensees) will shall ( i A) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected product or in connection with each and every service identified in its current catalogs, brochures and price lists respective applications or registrations in order to maintain such Trademark in full force free from any claim of abandonment for non-use, except such Trademarks that such Grantor decides, in its reasonable good faith business judgment and consistent with its past practices, to abandon, ( ii B) maintain as in the past the quality of products and services offered under such Trademark Trademark consistent with its best past standards, ( iii C) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and ( v D) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become abandoned, invalidated or impaired in any way.

Appears in 2 contracts

Samples: Security Agreement (Sprague Resources LP), Credit Agreement (Sprague Resources LP)

Intellectual Property. (a) Such Grantor The Debtor (either itself or through licensees) will will, for each Trademark, (i) to the extent consistent with past practice and good business judgment, continue to use each material such Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force and effect free from any claim of abandonment for non-use nonuse, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use employ such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such any Trademark material to the conduct of its business may become invalidated or impaired in any way invalidated.

Appears in 2 contracts

Samples: Security Agreement (Genesisintermedia Com Inc), Security Agreement (Genesisintermedia Com Inc)

Intellectual Property. (a) Such Grantor FCMC (either itself or through licensees) will shall (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which that is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Security Agreement (Franklin Credit Holding Corp/De/), Security Agreement (Franklin Credit Management Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each Trademark material Trademark to its business on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, except to the extent that such Grantor demonstrates to the Administrative Agent’s reasonable satisfaction that the economic benefit of not complying with this subsection 5.10(a)(i) exceeds the economic benefit of complying with this subsection 5.10(a)(i), (ii ) maintain as in the past the quality of products and services offered under such Trademark, (iii ) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, ( iv iii) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement and the Intellectual Property Security Agreement, and ( v iv) not knowingly (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Maxxam Inc), Guarantee and Collateral Agreement (Maxxam Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non- use use unless in the good faith judgment of such Grantor the use of such Trademark is no longer commercially reasonable, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Inamed Corp), Guarantee and Collateral Agreement (Inamed Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees licensees or sublicensees) will (i) continue to use maintain each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any meritorious claim of abandonment for non-use, (ii) maintain as and in the past a manner consistent with the quality of products goods and services offered under such Trademark, Trademark in the past; ( iii ii) use such Trademark Trademarks with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, ( iv iii) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark Trademarks unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and ( v iv) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (MARRIOTT VACATIONS WORLDWIDE Corp), Guarantee and Collateral Agreement (MARRIOTT VACATIONS WORLDWIDE Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark owned by such Grantor on each and every trademark class of goods or services applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, except to the extent that such Grantor determines in its reasonable business judgment that any such use of a Trademark is no longer necessary or beneficial to the conduct of such Grantor’s business, (ii) maintain as in the past the current quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, Law and (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not intentionally permit any licensee or sublicensee thereof to) intentionally do any act or knowingly intentionally omit to do any act whereby such Trademark may become invalidated or impaired in any way invalidated.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Allscripts Healthcare Solutions, Inc.), Guarantee and Collateral Agreement (Allscripts-Misys Healthcare Solutions, Inc.)

Intellectual Property. ( a i) Such Grantor (either itself or through licensees) will (i) continue to use each Trademark that is material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used in the ordinary course of business, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark in the ordinary course of business, (iii) use such Trademark in the ordinary course of business with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark in the ordinary course of business which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way way in the ordinary course of business.

Appears in 2 contracts

Samples: Possession Credit Agreement (Globalstar Lp), Globalstar Telecommunications LTD

Intellectual Property. (a) Such Grantor (either itself or through licensees) will will, except where the failure to do so could not reasonably be expected to have a Material Adverse Effect, (i) continue to use each material registered Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Doane Pet Care Co), Credit Agreement (Doane Pet Care Co)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark (other than the Excluded Trademarks) on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark (other than the Excluded Trademarks) in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark (other than the Excluded Trademarks), (iii) use such Trademark (other than the Excluded Trademarks) with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark (other than the Excluded Trademarks) may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Sba Communications Corp), Guarantee and Collateral Agreement (Sba Communications Corp)

Intellectual Property. ( a i) Such Grantor Loan Party (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists that is Material Intellectual Property in order to maintain such Trademark in full force and effect with respect to each class of goods for which such Trademark is currently used, free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, Agent shall obtain a perfected security interest in such mark pursuant to this Agreement, Agreement and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Warnaco Group Inc /De/), Friedmans Inc

Intellectual Property. (a) Such Except where the failure to take such action could not reasonably be expected to have, individually or in the aggregate, a Material Adverse Effect, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark owned by such Grantor on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark and take all necessary steps to ensure that all licensed users of such Trademark maintain as in the past such quality, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement and the Intellectual Property Security Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Collateral Agreement (Sirius Xm Radio Inc.), Collateral Agreement (Xm Satellite Radio Holdings Inc)

Intellectual Property. (a) Such Except as would not have a material adverse effect on the aggregate value of the Collateral, such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Collateral Agreement (Paperweight Development Corp), Collateral Agreement (Paperweight Development Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such material Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such material Trademark, (iii) use such material Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such material Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected valid and, to the extent available, perfected, security interest in such mark pursuant to this Agreement, and (v) not (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such material Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Netlogic Microsystems Inc), Bvi Guarantee and Collateral Agreement (Netlogic Microsystems Inc)

Intellectual Property. (a) Such Grantor Pledgor (either itself or through licensees) will (i) continue to use each material Material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists product or service lines in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements requirements of Law law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Party, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Collateral Agreement (Rise Gold Corp.), Collateral Agreement (Rise Gold Corp.)

Intellectual Property. (a) Such Except for sales, dispositions, or other transfers permitted under the Credit Agreement, or except to the extent it determines it is reasonably prudent to do so, such Grantor (either itself or through licensees) will shall (i) continue to use each material Trademark that constitutes Material Intellectual Property on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and take all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation reasonable steps to ensure that all its licensed users of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in maintain such mark pursuant to this Agreement quality, and ( v iii) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may reasonably be expected to become invalidated or impaired in any material way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Stargazer Productions), Guarantee and Collateral Agreement (Skillsoft Public Limited Co)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each Trademark material Trademark to its business on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, except to the extent that such Grantor demonstrates to the Administrative Agent's reasonable satisfaction that the economic benefit of not complying with this subsection 5.10(a)(i) exceeds the economic benefit of complying with this subsection 5.10(a)(i), (ii ) maintain as in the past the quality of products and services offered under such Trademark, (iii ) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, ( iv iii) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement and the Intellectual Property Security Agreement, and ( v iv) not knowingly (and not knowingly permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Maxxam Inc), Guarantee and Collateral Agreement (Maxxam Inc)

Intellectual Property. (a) Such Each Grantor (either itself or through licensees) will (i) continue to use each Trademark material Trademark to its business on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such any Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such any Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (Focus Venture Partners, Inc), Guarantee and Collateral Agreement (Beacon Enterprise Solutions Group Inc)

Intellectual Property. (a) Such Grantor The Company (either itself or through licensees) will will, for each Trademark, (i) to the extent consistent with past practice and good business judgment, continue to use each material such Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force and effect free from any claim of abandonment for non-use nonuse, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use employ such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such any Trademark material to the conduct of its business may become invalidated or impaired in any way invalidated.

Appears in 2 contracts

Samples: Security Agreement (Kash N Karry Food Stores Inc), Security Agreement (Iomega Corp)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) subject to such Grantor’s reasonable business judgment, continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) subject to such Grantor’s reasonable business judgment, maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders Administrative Agent and the Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) subject to such Grantor’s reasonable business judgment, not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Credit Agreement (Alliance Laundry Systems LLC), Guarantee and Collateral Agreement (Alliance Laundry Systems LLC)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will shall (i) continue to use each Trademark material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists business in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark Trademark and take all necessary steps to ensure that all licensed users of such Trademark maintain as in the past such quality, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, Law and (iv ) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Agent, for the ratable benefit of the Lenders, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v ) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Guarantee and Collateral Agreement (NRG Energy, Inc.), Guarantee and Collateral Agreement (NRG Energy Inc)

Intellectual Property. (a) Such Grantor (either itself or through licensees) will (i) continue to use each material Trademark on each and every trademark class of goods applicable to its current line as reflected in its current catalogs, brochures and price lists in order to maintain such Trademark in full force free from any claim of abandonment for non-use, (ii) maintain as in the past the quality of products and services offered under such Trademark, (iii) use such Trademark with the appropriate notice of registration and all other notices and legends required by applicable Requirements of Law, (iv) not adopt or use any mark which is confusingly similar or a colorable imitation of such Trademark unless the Administrative Note Lien Collateral Agent, for the ratable benefit of the Lenders Secured Parties, shall obtain a perfected security interest in such mark pursuant to this Agreement, and (v) not (and not permit any licensee or sublicensee thereof to) do any act or knowingly omit to do any act whereby such Trademark may become invalidated or impaired in any way.

Appears in 2 contracts

Samples: Security Agreement (Thornburg Mortgage Inc), Security Agreement (Thornburg Mortgage Inc)