Duties of the Borrower. The Borrower shall have the duty (i) to prosecute diligently any trademark application that is part of the Trademarks pending as of the date hereof or thereafter until the obligations shall have been paid in full, (ii) to make applications on trademarks, as appropriate, and (iii) to preserve and maintain all rights in trademark applications, trademarks, trademark registrations, service marks, and service xxxx registrations, that are part of the Trademarks except, in the case of (i) or (iii), where the failure to do so would not have or be reasonably expected to have a Material Adverse Effect. Any expenses incurred in connection with such applications shall be borne by the Borrower. The Borrower agrees to retain an experienced trademark attorney for the filing and prosecution of all such applications and other proceedings. The Borrower shall not abandon any right to file a trademark application in the United States or any pending trademark application in any country without the prior written consent of the Agent except as would not have or be reasonably expected to have a Material Adverse Effect. If the Borrower fails to comply with any of the foregoing duties, the Agent shall have the right (but shall not be obligated) to do so in the Borrower's name to the extent permitted by law, but at the Borrower's expense, and the Borrower hereby agrees to reimburse the Agent in full for all expenses, including the fees and disbursements of counsel incurred by the Agent in protecting, defending and maintaining the Collateral. In the event that the Borrower shall fail to pay when due any fees required to be paid by it hereunder, or shall fail to discharge any Lien prohibited hereby, or shall fail to comply with any other duty hereunder, the Agent may, but shall not be required to, pay, satisfy, discharge or bond the same for the account of the Borrower, and all monies so paid out shall be Obligations of the Borrower repayable on demand, together with interest at the fluctuating rate applicable to Base Rate Loans under the Credit Agreement.
Duties of the Borrower. The Borrower shall have the duty, to the extent desirable in the normal conduct of the Borrower's business, to: (i) prosecute diligently any material patent application that is part of the Patents pending as of the date hereof or hereafter until the termination of this Agreement, and (ii) make application on unpatented but patentable inventions. The Borrower further agrees (i) not to abandon any Patent or License if such abandonment could reasonably be expected to have a Material Adverse Effect without the prior written consent of the Collateral Agent, and (ii) to use its reasonable best efforts to obtain and maintain in full force and effect the Patents and the Licenses that are or shall be necessary or economically desirable in the operation of the Borrower's business. Any expenses incurred in connection with the foregoing shall be borne by the Borrower. None of the Agents or the Lenders shall have any duty with respect to the Patents and Licenses. Without limiting the generality of the foregoing, none of the Agents or the Lenders shall be under any obligation to take any steps necessary to preserve rights in the Patents or Licenses against any other parties, but the Collateral Agent may do so at its option from and after the occurrence of an Event of Default, and all expenses incurred in connection therewith shall be for the sole account of the Borrower and shall be added to the Liabilities secured hereby.
Duties of the Borrower. (a) The servicing, administering and collection of the Collateral shall be conducted by the Borrower, Collateral Administrator pursuant to the Collateral Administration Agreement and the Custodian pursuant to the Custodian Agreement. The Borrower may, with the prior written consent of the Administrative Agent, subcontract with any other Person for servicing, administering or collecting the Collateral; provided that (i) the Borrower shall select any such Person with reasonable care and shall be solely responsible for the fees and expenses payable to such Person, (ii) the Borrower shall not be relieved of, and shall remain liable for, the performance of the duties and obligations of the Borrower pursuant to the terms hereof without regard to any subcontracting arrangement and (iii) any such subcontract shall be subject to the provisions hereof.
Duties of the Borrower. The Borrower shall, (i) prosecute diligently any patent application that is part of the Patents pending as of the date hereof or thereafter until the termination of this Agreement, (ii) make application on unpatented but patentable inventions as the Borrower deems appropriate, and (iii) take all take reasonable steps to preserve and maintain all of the Borrower's rights in the Patents and Licenses, including, without limitation, making timely filings with the United States Patent and Trademark Office or any similar office or agency in any state, province or country for renewals and extensions and diligently monitoring unauthorized use thereof. Anything herein to the contrary notwithstanding, (a) the Borrower shall remain liable under the contracts and agreements included in the Licenses to the extent set forth therein to perform all of its duties and obligations thereunder to the same extent as if this Agreement had not been executed, (b) the exercise by the Lender of any of the rights hereunder shall not release the Borrower from any of its duties or obligations under the contracts and agreements included in the Licenses, and (c) the Lender shall not have any obligation or liability under the contracts and agreements included in the Licenses by reason of this Agreement, nor shall the Lender be obligated to perform any of the obligations or duties of the Borrower thereunder. Any expenses incurred in connection with the foregoing shall be borne by the Borrower.
Duties of the Borrower. The Borrower shall have the duty (a) to, in a commercially reasonable manner, prosecute diligently any application for Copyrights pending as of the date hereof or thereafter, until the Obligations have been paid in full, (b) to make application on Copyrights as customary and appropriate in the operation of the Borrower's business, (c) to file and prosecute opposition and cancellation proceedings as customary and appropriate in the operation of the Borrower's business, and (d) to preserve and maintain, in a commercially reasonable manner, all rights in applications for registrations of Copyrights. Any expenses incurred in connection with such applications shall be borne by the Borrower. The Borrower shall not abandon any right to file an application for a Copyright without the consent of the Bank, which consent shall not be unreasonably withheld.
Duties of the Borrower. The Borrower shall have the duty (i) to prosecute diligently any trademark application that is part of the Trademarks pending as of the date hereof or thereafter until the obligations shall have been paid in full, (ii) to make applications on trademarks, as appropriate, and (iii) to preserve and maintain all rights in trademark applications, trademarks, trademark registrations, service marks, and service mark registrations, that are part of the Trademarks xxxxpt, in the case of (i) or (iii), where the failure to do so would not have or be reasonably expected to have a Material Adverse Effect. Any expenses incurred in connection with such applications shall be borne by the Borrower. The Borrower agrees to retain an experienced trademark attorney for the filing and prosecution of all such applications and other
Duties of the Borrower. (a) The Borrower shall (i) prosecute diligently any copyright application that is part of the Copyrights pending as of the Closing Date or thereafter until this Agreement has terminated, (ii) make application on copyrights as the Borrower reasonably determines to be appropriate, (iii) take all reasonable steps to preserve and maintain all rights in copyright applications, copyrights, and copyright registrations that are part of the Copyrights; (iv) not abandon any right to file a copyright application nor any pending copyright application if the value thereof could reasonably be expected to justify the cost of obtaining such copyright, and (v) not abandon any Copyright without the consent of the Agent. Any expenses incurred in connection with the applications referred to in this Section 8 shall be borne by the Borrower. The Borrower agrees to retain an experienced copyright attorney for the filing and prosecution of all such applications and other proceedings.
Duties of the Borrower. In the event that the Lender exercises any of its rights in subsection (a) above, the Borrower will:
Duties of the Borrower. 6.3.1. The Borrower is required to take all possible measures to ensure that the car is kept safe the moment of its receipt and by the time of its return to the Lender.
Duties of the Borrower
