Common use of IP Licenses Clause in Contracts

IP Licenses. For the purpose of enabling the 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, assign, convey, transfer or grant options to purchase any Collateral) at such time as the Agent shall be lawfully entitled to exercise such rights and remedies (but, in each case, subject to the terms and conditions of the Intercreditor Agreement), each Grantor hereby grants to the 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 (with respect to Trademarks, subject to reasonable quality control in favor of such Grantor) 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, in each case to the extent permitted by any applicable licenses covering such Software, 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 3 contracts

Samples: Second Lien Guaranty and Security Agreement (GSE Holding, Inc.), Credit Agreement (GSE Holding, Inc.), Guaranty and Security Agreement (GSE Holding, Inc.)

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IP Licenses. For To the extent permitted, and only for the purpose of enabling the Collateral 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, assign, license out, convey, transfer or grant options to purchase any Collateral) at such time as the Collateral Agent on behalf of Lenders and the other Secured Parties shall be lawfully entitled to exercise such rights and remedies (but, in each case, subject to the terms and conditions of the Intercreditor Agreement)remedies, each Grantor hereby grants to the Agent, for the benefit of the Secured Parties, Collateral Agent (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 (with respect to Trademarks, subject to reasonable quality control in favor of such Grantor) 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, in each case to the extent permitted by any applicable licenses covering such 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 property owned, operated, leased, subleased or otherwise occupied by such Grantor.

Appears in 2 contracts

Samples: Guaranty and Security Agreement (Global Blood Therapeutics, Inc.), Guaranty and Security Agreement (Global Blood Therapeutics, Inc.)

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