Intellectual Property Report Sample Clauses

Intellectual Property Report. Together with the Compliance Certificate delivered at the end of each calendar quarter, a report in form reasonably acceptable to Administrative Agent, listing any applications or registrations that any Loan Party or any of its Subsidiaries has made or filed in respect of any Patents, Copyrights or Trademarks and the status of any outstanding applications or registrations, as well as any material change in any Loan Party or any of its Subsidiaries’ Intellectual Property.

Intellectual Property Report. (i) Together with the Compliance Certificate delivered for the end of each calendar month constituting the end of a fiscal quarter, a report in form reasonably acceptable to Lender, listing (X) any material change in the composition of the Intellectual Property, (Y) any Patent, registered Trademark, registered Copyright, registered mask work, or any pending application for any of the foregoing, whether as owner, licensee or otherwise, obtained by any Loan Party, and (Z) applications for any Patent or the registration of any Trademark made by any Loan Party, and (ii) prompt notice of any event that could reasonably be expected to materially and adversely affect the value of the Intellectual Property.

Intellectual Property Report. Within 45 days of the last day of each fiscal quarter, a report signed by a Responsible Officer, in form reasonably acceptable to Agent, listing any applications or registrations that the Obligors or any of their Subsidiaries have made or filed in respect of any Patents, Copyrights or Trademarks and any changes in the status of any outstanding applications or registrations, as well as any material change in the Obligors or any of their Subsidiaries’ Intellectual Property, including but not limited to any subsequent ownership right acquired in or to any Trademark, Patent or Copyright not specified in an intellectual property security agreement delivered to Agent by such Person in connection with this Agreement; and

Intellectual Property Report. Before the Closing Date, the Company shall have furnished to the Representative a report of the independent intellectual property consultant in form and substance reasonably satisfactory to the Representative and counsel to the Underwriters. If any of the conditions hereinabove provided for in this Section 5 shall not have been fulfilled when and as required by this Agreement to be fulfilled, the obligations of the Underwriters hereunder may be terminated by the Representative by notifying the Company of such termination in writing at or prior to the Closing Date or any Option Closing Date, as the case may be.

Intellectual Property Report. Borrower shall: (i) if a security interest in Intellectual Property is granted to Lender pursuant to Section 3.6(a), then upon such grant, and concurrently with the delivery of each Compliance Certificate pursuant to Section 4.2(f)(ii)(1), Borrower shall deliver to Lender a report reflecting the copyrights, copyright applications, patents, patent applications, trademarks and trademark applications that were registered or filed by Borrower during such quarter; (ii) use commercially reasonable efforts to protect, defend and maintain the validity and enforceability of its Intellectual Property that is material to Borrower’s business and promptly advise Lender in writing of material infringements; (iii) not allow any Intellectual Property material to Borrower’s or its Subsidiaries business to be abandoned, forfeited or dedicated to the public without Lender’s written consent; (iv) provide written notice to the Lender within ten (10) days of entering into or becoming bound by any Restricted License (other than over-the-counter software that is commercially available to the public); and (v) take such commercially reasonable steps as Lender requests to obtain the consent of, or waiver by, any person whose consent or waiver is necessary for (i) any Restricted License to be deemed “Collateral” and for Lender to have a security interest in it that might otherwise be restricted or prohibited by law or by the terms of any such Restricted License, whether now existing or entered into in the future, and (ii) Lender to have the ability in the event of a liquidation of any Collateral to dispose of such Collateral in accordance with the Lender rights and remedies under this Agreement and the other Loan Documents.

Intellectual Property Report. A prompt report in form reasonably acceptable to Bank, listing any newly filed applications or registrations that any Loan Party or any of its Subsidiaries has made or filed in respect of any Patents, Copyrights or Trademarks since the date 319319755 v8 of the last report, as well as any material change in any Loan Party or any of its Subsidiaries’ Intellectual Property, such that Bank may perfect its security interests in all such Intellectual Property.

Intellectual Property Report. Together with financial statements delivered following each calendar quarter, an updated schedule of registered US Patents, Copyrights or Trademarks (including applications), in the form consistent with the Perfection Certificate, or confirmation of no change from the last such schedule delivered 2 Notwithstanding the foregoing, no consolidating financial statements, reports or projections shall be required in respect of any Subsidiary in accordance with the foregoing, and instead, Obligors shall deliver such reports, projections or other financial information with respect to any Subsidiary as to which the trigger for joinder as an Obligor pursuant to Section 5 hereof is not met, (including without limitation reports as to cash balance or revenue by legal entity) as Payee may reasonably request from time to time.