Trademark Applications. Registered Owner Xxxx Application No. Filing Date Schedule 10 Commercial Tort Claims Schedule 11 Domain Names Registered Owner Domain Name Domain Name Registrars Domain Name Registrars Schedule 12 Chattel Paper Loan Party Obligor Type (Tangible/Electronic) Due Date Outstanding Principal Amount EXHIBIT G [FORM OF] SOLVENCY CERTIFICATE OF SURVEYMONKEY INC. AND ITS SUBSIDIARIES February 7, 2013 Reference is made to the Credit Agreement dated as of the date hereof (as amended, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), among XxxxxxXxxxxx.xxx, LLC, a Delaware limited liability company (the “Borrower”), SurveyMonkey Inc., a Delaware corporation (“Holdings”), the Lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent. Capitalized terms used but not defined herein have the meanings assigned to them in the Credit Agreement. Pursuant to Section 4.01(h) of the Credit Agreement, the undersigned hereby certifies, solely in such undersigned’s capacity as Senior Vice President, Business Operations and Finance of Holdings, and not individually, as follows: As of the date hereof, and after giving effect to the consummation of the Transactions to occur on the date hereof, in each case after giving effect to the rights of subrogation and contribution under the Collateral Agreement or otherwise:
Trademark Applications. Registered Owner Xxxx Country Application No. Filing Date Exhibit J to Credit Agreement Schedule 10 Commercial Tort Claims Credit Party/Plaintiff Defendant Description Exhibit J to Credit Agreement Schedule 11 Deposit Accounts Credit Party Depositary Institution (including address) Type of Account Account Name and Number Subject to Control Agreement Exhibit J to Credit Agreement Schedule 12 Securities Accounts Credit Party Financial Institution (including address) Type of Account Account Number Subject to Control Agreement Exhibit J to Credit Agreement Schedule 13 Letters of Credit L/C Number Issuing Bank Beneficiary Purpose Issue Date Expiration Date Face Value Exhibit J to Credit Agreement EXHIBIT K-1 TO THE CREDIT AGREEMENT FORM OF U.S. TAX CERTIFICATE (For Foreign Lenders That Are Not Partnerships For U.S. Federal Income Tax Purposes) Reference is hereby made to the Credit Agreement dated as of August 17, 2012 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”), among Navistar, Inc., a Delaware corporation (the “Borrower”), Navistar International Corporation, a Delaware corporation, the Lenders party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent. Unless otherwise defined herein, terms defined in the Credit Agreement and used herein shall have the meanings given to them in the Credit Agreement. Pursuant to the provisions of Section 2.17 of the Credit Agreement, the undersigned hereby certifies that (i) it is the sole record and beneficial owner of the Loan(s) (as well as any promissory note(s) evidencing such Loan(s)) in respect of which it is providing this certificate, (ii) it is not a bank within the meaning of Section 881(c)(3)(A) of the Code, (iii) it is not a ten percent shareholder of the Borrower within the meaning of Section 871(h)(3)(B) of the Code, (iv) it is not a controlled foreign corporation related to the Borrower as described in Section 881(c)(3)(C) of the Code and (v) the interest payments in question are not effectively connected with the undersigned’s conduct of a U.S. trade or business. The undersigned has furnished the Administrative Agent and the Borrower with a certificate of its non-U.S. Person status on IRS Form W-8BEN. By executing this certificate, the undersigned agrees that (1) if the information provided on this certificate changes, the undersigned shall promptly so inform the Borrower and the Administrative Agent and (2) the undersigned shall hav...
Trademark Applications. JVP represents and warrants to the other Parties that Newco and JVP have not filed for any trademark protection and has not adopted any trademark in connection with Newco’s business or any product or service provided thereunder.
Trademark Applications. Applicant Application Number Trademark Schedule I EXHIBIT A [FORM OF] TRADEMARK SECURITY AGREEMENT SUPPLEMENT This TRADEMARK SECURITY AGREEMENT SUPPLEMENT is entered into as of [ ] [ ], 20[ ] (this “Trademark Security Agreement Supplement”), by [ ] ([each, a][the] “Grantor”), in favor of UBS AG, Stamford Branch (“UBS”), as collateral agent (in such capacity, the “Collateral Agent”) for the Secured Parties. Reference is made to (i) that certain [US Pledge and Security Agreement][Canadian General Security Agreement] [Deed of Hypothec], dated as of December 21, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time and in effect on the date hereof, the “Security Agreement”), among the Grantors party thereto and the Collateral Agent and (ii) that certain Credit Agreement, dated as of December 21, 2018 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”), by and among, inter alios, 1184248 B.C. LTD., a corporation duly constituted under the laws of the Province of British Columbia (the “Initial Borrower” and, prior to the Closing Date Amalgamations, the “Canadian Borrower”), which, as part of the Closing Date Amalgamations, will be amalgamated to form Xxxxxxxx Development Corporation Inc., a corporation duly amalgamated under the laws of the Province of British Columbia (“KDC” and, after the Closing Date Amalgamations, the “Canadian Borrower”), KDC US Holdings, Inc., a Virginia corporation (the “US Borrower” and, together with the Canadian Borrower, collectively, the “Borrowers”), Xxxxxxxx Development Holdco, Inc., a corporation duly constituted under the laws of the Province of British Columbia, as Holdings, the Lenders and Issuing Banks from time to time party thereto and UBS AG, Stamford Branch, as administrative agent for the Lenders and Issuing Banks, and the Collateral Agent. Consistent with the requirements set forth in Sections 4.01 and 5.12 of the Credit Agreement and [Section 4.03(c)] of the Security Agreement, the parties hereto agree as follows:
Trademark Applications. JVP represents and warrants to the other Parties that it has not filed for any trademark protection or has not adopted any new trademark, apart from the Newco Trademark, in connection with Newco’s business or any product or service provided thereunder.
Trademark Applications. Trademark Application No. Filing Date Schedule D COMMERCIAL TORT CLAIMS EXHIBIT II TO SECOND LIEN PLEDGE AND SECURITY AGREEMENT [FORM OF] SECOND LIEN COPYRIGHT SECURITY AGREEMENT, dated as of [__________], 20[__] (as it may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), among the ENTITIES IDENTIFIED AS GRANTORS ON THE SIGNATURE PAGES HERETO (collectively, the “Grantors”) and WILMINGTON TRUST, NATIONAL ASSOCIATION (“Wilmington Trust”), as Collateral Agent for the Secured Parties.
Trademark Applications. Registered Owner Xxxx Country Application No. Filing Date Schedule 10 Commercial Tort Claims Schedule 11 Deposit Accounts Loan Party Depositary Institution (including address) Type of Account Account Name and Number Schedule 12 Securities Accounts Loan Party Financial Institution (including address) Type of Account Account Number Schedule 13 Letters of Credit LC Number Issuing Bank Beneficiary Purpose Issue Date Expiration Date Face Value Schedule 14 Chattel Paper Loan Party Obligor Type (Tangible/Electronic) Due Date Outstanding Principal Amount Schedule 15 Credit Card Agreements EXHIBIT [G-2][/[G] [FORM OF] SUPPLEMENTAL PERFECTION CERTIFICATE Reference is made to (i) the Amended and Restated Credit Agreement dated as of January 3, 2011, as further amended and restated as of June 14, 2012, March 13, 2013, and August [21], 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “ABL Credit Agreement”), among Ascena Retail Group, Inc., a Delaware corporation (the “Company”), the Borrowing Subsidiaries (as defined therein) party thereto, the other Loan Parties (as defined therein) party thereto, the lenders from time to time party thereto (the “ABL Lenders”) and JPMorgan Chase Bank, N.A. as administrative agent for the ABL Lenders (in such capacity, the “ABL Administrative Agent”) and (ii) the Term Credit Agreement dated as of August [21], 2015 (as amended, restated, supplemented or otherwise modified from time to time, the “Term Credit Agreement”), among the Company, AnnTaylor Retail, Inc., the lenders from time to time party thereto (the “Term Lenders”) and Xxxxxxx Xxxxx Bank USA, as administrative agent for the Term Lenders (in such capacity, the “Term Administrative Agent”). Capitalized terms used but not defined herein have the meanings assigned in the ABL Credit Agreement (or the Restated Security Agreement referred to therein) or the Term Credit Agreement (or the Collateral Agreement referred to therein), as applicable. This Certificate is dated as of [ ], 20[ ] and is delivered pursuant to Section 5.01(f) of the ABL Credit Agreement and Section 5.01(d) of the Term Credit Agreement (this Certificate and each other Certificate heretofore delivered pursuant to Section 5.01(f) of the Credit Agreement being referred to as a “Supplemental Perfection Certificate”), and supplements the information set forth in the Perfection Certificate delivered on, in the case of the ABL Credit Agreement, the Fourth Restatement Effective Date,...
Trademark Applications. None The undersigned and the Administrative Agent, on behalf of the Lenders, hereby acknowledge and agree that the security interest in the foregoing trademarks and trademark applications (i) may only be terminated in accordance with the terms of the Security Agreement and (ii) is not to be construed as an assignment of any trademark or trademark application. Very truly yours, Address: VOLTAGE VEHICLES By: Name: Title: Address: R. A. P. GROUP, INC. By: Name: Title: Address: ZAP RENTAL OUTLET By: Name: Title: Address: ZAP MANUFACTURING, INC. By: Name: Title: Acknowledged and Accepted: Surge Capital II, LLC, as Administrative Agent By: Name: Title: ACKNOWLEDGMENT AND CONSENT The undersigned hereby acknowledges receipt of a copy of that certain Master Financing Agreement of even date herewith among ZAP, a California corporation, Surge Capital II, LLC, a Delaware limited liability company, as Administrative Agent and the Lenders from time to time party thereto (as same, as it may be amended, restated, supplemented or otherwise modified and in effect from time to time, being herein referred to as the “Financing Agreement”). Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Financing Agreement. The undersigned agrees for the benefit of the Administrative Agent and the Lenders that it will be bound by the terms of the Financing Agreement and will comply with the terms of Articles 5 and 6 thereof insofar as such terms are applicable to the undersigned.