IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell or grant options to purchase any Collateral) at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 6 contracts
Sources: Credit Agreement (Francesca's Holdings CORP), Credit Agreement (Francesca's Holdings CORP), Credit Agreement (Francesca's Holdings CORP)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 5.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell enter into an asset sale with respect to, or grant options to purchase any Collateral) at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Purchaser Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property real property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 3 contracts
Sources: Security Agreement (ReShape Lifesciences Inc.), Security Agreement (Vsee Health, Inc.), Security Agreement (Digital Health Acquisition Corp.)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) Trustee to exercise rights and remedies under this Section 6.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell sell, assign, convey, transfer or grant options to purchase any Collateral) at such time as the Collateral Agent Trustee shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral AgentTrustee, for the benefit of the Secured Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, to use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property owned, operated, leased, subleased or otherwise occupied by Estate of such Grantor.
Appears in 3 contracts
Sources: Security Agreement (Unisys Corp), Security Agreement (Unisys Corp), Security Agreement (Unisys Corp)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 5.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell enter into an asset sale with respect to, or grant options to purchase any Collateral) at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each the Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Purchaser Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such the Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such the Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such the Grantor) to use, operate and occupy all Real Property owned, operated, leased, subleased or otherwise occupied by such the Grantor.
Appears in 2 contracts
Sources: Security Agreement (Chromocell Therapeutics Corp), Security Agreement (Chromocell Therapeutics Corp)
IP Licenses. For the purpose of enabling the Collateral Purchaser Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 5.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell enter into an asset sale with respect to, or grant options to purchase any Collateral) at such time as the Collateral Purchaser Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Purchaser Agent, for the benefit of the Secured Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 2 contracts
Sources: Security Agreement (Fresh Vine Wine, Inc.), Securities Purchase Agreement (Bergio International, Inc.)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) Lender to exercise rights and remedies under this Section 6.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell sell, assign, license out, convey, transfer or grant options to purchase any Collateral) at such time as the Collateral Agent Lender shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral AgentLender, for the benefit of the all Secured Parties, (i) an irrevocable, nonexclusive, assignable, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any and all Intellectual Property now owned or held or hereafter acquired or held by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property real property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 2 contracts
Sources: Guaranty and Security Agreement (iRhythm Technologies, Inc.), Guaranty and Security Agreement (iRhythm Technologies, Inc.)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 5.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell sell, assign, convey, transfer or grant options to purchase any Collateral) at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real real Property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 2 contracts
Sources: Security Agreement (Olympic-Cascade Publishing, Inc.), Security Agreement (Newsprint Ventures, Inc.)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell or grant options to purchase any Collateral) at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral AgentAgent (but only to the extent that it may lawfully do so), for the benefit of the Secured Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 1 contract
Sources: Securities Purchase Agreement (Film Department Holdings, Inc.)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 5.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell enter into an asset sale with respect to, or grant options to purchase any Collateral) at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Purchaser Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property real property owned, operated, leased, subleased or otherwise occupied by such Grantor; provided that such licenses shall only be exercised by the Collateral Agent during the continuance of an Event of Default.
Appears in 1 contract
Sources: Security Agreement (Profusa, Inc.)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 5.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell enter into an asset sale with respect to, or grant options to purchase any Collateral) at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Purchaser Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real Property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 1 contract
IP Licenses. For the purpose of enabling the Second Lien Collateral Agent (at the direction of the Administrative Agent) to exercise rights and remedies under this Section 6.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell sell, assign, convey, transfer or grant options to purchase any Collateral) at such time as the Second Lien Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Second Lien Collateral Agent, for the benefit of the Secured Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real real Property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 1 contract
Sources: Guaranty and Security Agreement (CSAV Holding Corp.)
IP Licenses. For the purpose of enabling the Collateral Agent (at the direction of the Administrative Agent) Trustee to exercise rights and remedies under this Section 6.1 5.1 (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, Sell sell, assign, convey, transfer or grant options to purchase any Collateral) at such time as the Collateral Agent Trustee shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral AgentTrustee, for the benefit of the Secured Parties, (i) an irrevocable, nonexclusive, worldwide license (exercisable without payment of royalty or other compensation to such Grantor), including in such license the right to sublicense, use and practice any Intellectual Property now owned or hereafter acquired by such Grantor and access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof and (ii) an irrevocable license (without payment of rent or other compensation to such Grantor) to use, operate and occupy all Real real Property owned, operated, leased, subleased or otherwise occupied by such Grantor.
Appears in 1 contract
Sources: Security Agreement (Entravision Communications Corp)