Common use of Negative Pledge Regarding Intellectual Property Clause in Contracts

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of business.

Appears in 7 contracts

Samples: Venture Loan and Security Agreement (IMV Inc.), Loan Agreement (Environmental Impact Acquisition Corp), Venture Loan and Security Agreement (CVRx, Inc.)

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Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses Liens or Transfers permitted under subsections (f) and (g) of Intellectual Property entered into in the ordinary course definition of businessPermitted Liens.

Appears in 5 contracts

Samples: Security Agreement (Ambit Biosciences Corp), Venture Loan and Security Agreement (Ambit Biosciences Corp), Security Agreement (Ambit Biosciences Corp)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual PropertyProperty (other than for Transfers permitted under subclause (f) of the definition of Permitted Liens), whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of business.

Appears in 5 contracts

Samples: Security Agreement (Enphase Energy, Inc.), Security Agreement (Enphase Energy, Inc.), Venture Loan and Security Agreement (Enphase Energy, Inc.)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive leases or licenses of Intellectual Property (a) pursuant to or in connection with license agreements, joint ventures and corporate collaborations entered into in the ordinary course of businessbusiness or (b) as may be customary in the pharmaceutical, biotechnical or tissue engineering industries.

Appears in 4 contracts

Samples: Venture Loan and Security Agreement (Tengion Inc), Venture Loan and Security Agreement (Tengion Inc), Venture Loan and Security Agreement (Tengion Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessbusiness and Permitted IP Claims.

Appears in 3 contracts

Samples: Venture Loan and Security Agreement (Entropic Communications Inc), Consent and Waiver Agreement (Entropic Communications Inc), Venture Loan and Security Agreement (Entropic Communications Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer Transfer, or permit any Subsidiary to Transfer, any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessbusiness and, in the case of any foreign Subsidiary, any Transfer of Intellectual Property to the Borrower or eASIC Bermuda pursuant to any R&D Agreement.

Appears in 2 contracts

Samples: Venture Loan and Security Agreement (eASIC Corp), Venture Loan and Security Agreement (eASIC Corp)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of business and the deposit of certain source codes relating to Intellectual Property into escrow pursuant to arrangements entered into in the ordinary course of business.

Appears in 2 contracts

Samples: Venture Loan and Security Agreement (Entropic Communications Inc), Venture Loan and Security Agreement (Entropic Communications Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-licenses (which may be exclusive licenses as to limited fields of use, geographic territories and/or time periods) of Intellectual Property entered into in the ordinary course of business.

Appears in 2 contracts

Samples: Venture Loan and Security Agreement (Inotek Pharmaceuticals Corp), Venture Loan and Security Agreement (Inotek Pharmaceuticals Corp)

Negative Pledge Regarding Intellectual Property. Create, incur, ----------------------------------------------- assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessexcept Permitted Liens.

Appears in 2 contracts

Samples: Loan and Security Agreement (Corsair Communications Inc), Intercreditor Agreement (Corsair Communications Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessbusiness and any Permitted Licenses.

Appears in 2 contracts

Samples: Venture Loan and Security Agreement (Palatin Technologies Inc), Venture Loan and Security Agreement (Palatin Technologies Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessPermitted Liens.

Appears in 2 contracts

Samples: Venture Loan and Security Agreement (Catasys, Inc.), Venture Loan and Security Agreement (Catasys, Inc.)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses as permitted under (a) Section 7.4, and (b) clause (f) of Intellectual Property entered into in the ordinary course definition of businessPermitted Liens.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (Argos Therapeutics Inc)

Negative Pledge Regarding Intellectual Property. CreateAt any time at which Intellectual Property does not constitute Collateral, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessexcept Permitted Liens.

Appears in 1 contract

Samples: Loan and Security Agreement (Pharsight Corp)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than nonPermitted Out-exclusive licenses of Intellectual Property entered into in the ordinary course of businessBound Licenses and other Permitted Liens and Permitted Transfers.

Appears in 1 contract

Samples: Loan and Security Agreement (Cerecor Inc.)

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Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive except for licenses of components of Borrower’s Intellectual Property entered into in connection with joint ventures and corporate collaborations in the ordinary course of business.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (MAP Pharmaceuticals, Inc.)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessPermitted Liens or as permitted pursuant to Section 7.4.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (Castle Creek Biosciences, Inc.)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessbusiness (whether as licensor or licensee).

Appears in 1 contract

Samples: Venture Loan and Security Agreement (Cryocor Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businesspursuant to Permitted Licenses.

Appears in 1 contract

Samples: Loan and Security Agreement (Strongbridge Biopharma PLC)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of business.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (Xtera Communications, Inc.)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than (i) non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessbusiness or (ii) a pledge by Borrower not to grant any Liens on its Intellectual Property made in favor of any parties providing Borrower with Indebtedness permitted under subsections (e) and (f) of the definition of Permitted Indebtedness.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (Singulex Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessPermitted Licenses.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (Interleukin Genetics Inc)

Negative Pledge Regarding Intellectual Property. Create, incur, assume or suffer to exist, or permit any Subsidiary to create, incur, assume or suffer to exist, exist any Lien of any kind upon any Intellectual Property or Transfer any Intellectual Property, whether now owned or hereafter acquired, other than (a) with respect to Intellectual Property related to Borrower’s core ophthalmology technology, non-exclusive licenses of Intellectual Property entered into in the ordinary course of businessbusiness and (b) with respect to Intellectual Property outside of the field of ophthalmology, licenses entered into in the ordinary course of business and/or consistent with Borrower’s current business plan.

Appears in 1 contract

Samples: Venture Loan and Security Agreement (eXegenics Inc)

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