Common use of License of Intellectual Property Clause in Contracts

License of Intellectual Property. Borrowers hereby assign, transfer and convey to Collateral Agent, for the benefit of Collateral Agent and Lenders, effective upon the occurrence of any Event of Default hereunder, the non-exclusive right and license to use all Intellectual Property owned or used by Borrowers together with any goodwill associated therewith, all to the extent necessary to enable Collateral Agent to realize on the Collateral and any successor or assign to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of all successors, assigns and transferees of Collateral Agent and its successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge and does not require the consent of any other person.

Appears in 2 contracts

Samples: Loan and Security Agreement (Sun Healthcare Group Inc), Loan and Security Agreement (Sun Healthcare Group Inc)

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License of Intellectual Property. Borrowers Each Borrower and Guarantor hereby assignassigns, transfer transfers and convey conveys to Collateral Agent, for the benefit of Collateral Agent and Lenders, Lender effective upon the occurrence of any Event of Default hereunder, the non-exclusive right and license to use all Intellectual Property owned or used by Borrowers it together with any goodwill associated therewith, all to the extent necessary to enable Collateral Agent Lender to realize on the Collateral and to permit Lender and any successor or assign to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of all successors, assigns and transferees of Collateral Agent Lender and its successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge and does not require the consent of charge, without requirement that any other personmonetary payment whatsoever be made to any Borrower or Guarantor by Lender.

Appears in 1 contract

Samples: Loan and Security Agreement (Gse Systems Inc)

License of Intellectual Property. Borrowers hereby assign, transfer and convey to Collateral ----------------------------------- Agent, for the benefit of Collateral Agent itself and Lenders, effective upon the occurrence of any Event of Default hereunder, the non-exclusive right and license to use all Intellectual Property owned or used by Borrowers together with any goodwill associated therewith, all to the extent necessary to enable Collateral Agent to realize on the Collateral and any successor or assign to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of all successors, assigns and transferees of Collateral Agent and its Lenders and their respective successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge and does not require the consent of any other person.

Appears in 1 contract

Samples: Loan and Security Agreement (Harborside Healthcare Corp)

License of Intellectual Property. Borrowers Each Grantor hereby assignassigns, transfer transfers and convey conveys to the Collateral Agent, for the benefit of Collateral Agent and Lenders, effective upon the occurrence of any Event of Default hereunder, the non-exclusive right and license to use all Intellectual Property owned or used by Borrowers each Grantor together with any goodwill associated therewith, all to the extent necessary to enable the Collateral Agent to realize on the Collateral and any successor or assign to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of all successors, assigns and transferees of the Collateral Agent and its successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge and does not require the consent of any other person.

Appears in 1 contract

Samples: Security Agreement (Brooke Corp)

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License of Intellectual Property. Borrowers Each Grantor hereby assignassigns, transfer transfers and convey conveys to Collateral Administrative Agent, for the benefit of Collateral Administrative Agent and Lenders, effective upon the occurrence of any Event of Default hereunder, the non-exclusive right and license to use all Intellectual Property owned or used by Borrowers each Grantor together with any goodwill associated therewith, all to the extent necessary to enable Collateral Administrative Agent to realize on the Collateral and any successor or assign to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of all successors, assigns and transferees of Collateral Administrative Agent and its successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge and does not require the consent of any other person.

Appears in 1 contract

Samples: Security Agreement (Princeton Review Inc)

License of Intellectual Property. Borrowers hereby assign, transfer and convey to Collateral Agent, for the benefit of Collateral Agent Agents and Lenders, effective upon the occurrence of any Event of Default hereunder, the non-exclusive right and license to use all Intellectual Property owned or used by Borrowers together with any goodwill associated therewith, all to the extent necessary to enable Collateral Agent to realize on the Collateral and any successor or assign to enjoy the benefits of the Collateral. This right and license shall inure to the benefit of all successors, assigns and transferees of Collateral Agent and its successors, assigns and transferees, whether by voluntary conveyance, operation of law, assignment, transfer, foreclosure, deed in lieu of foreclosure or otherwise. Such right and license is granted free of charge and does not require the consent of any other person.

Appears in 1 contract

Samples: Loan and Security Agreement (Sun Healthcare Group Inc)

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