Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Collateral (subject to compliance, if required, with any terms of the Loan Documents), the Administrative Agent will, at the Grantors' expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Intellectual Property Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release, no Default shall have occurred and be continuing, (ii) such Grantor shall have delivered to the Administrative Agent, at least ten (10) days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Agent and a certification by such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied in accordance with Section 2.6 of the Credit Agreement shall be paid to, or in accordance with the instructions of, the Administrative Agent at the closing or thereafter, as the case may be.
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Samples: Credit Agreement (Audio Book Club Inc), Security Agreement (Mediabay Inc)
Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Collateral (subject to compliance, if required, in accordance with any the terms of the Loan DocumentsDocuments (other than sales of Inventory in the ordinary course of business), the Administrative Collateral Agent will, at the Grantors' applicable Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Intellectual Property Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release, release no Default shall have occurred and be continuing, (ii) such the applicable Grantor shall have delivered to the Administrative Collateral Agent, at least ten (10) days Business Days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Collateral Agent and a certification by such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Collateral Agent may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied in accordance with Section 2.6 2.05 of the Credit Agreement shall be paid to, or in accordance with the instructions of, the Administrative Collateral Agent at the closing or thereafter, as the case may beclosing.
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Samples: Security Agreement (Icg Holdings Inc), Security Agreement (Icg Services Inc)
Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Collateral (subject to compliance, if required, in accordance with any the terms of the Loan DocumentsDocuments (other than sales of Inventory and Equipment in the ordinary course of business), the Administrative Agent willshall, at the Grantors' appropriate Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Intellectual Property Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release, no Default shall have occurred and be continuing, (ii) such Grantor shall have delivered to the Administrative Agent, at least ten (10) days Business Days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detaildetail (including, including without limitation, the price thereof and any expenses in connection therewith), together with a form of release for execution by the Administrative Agent and a certification by such Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied in accordance with Section 2.6 2.06(b) of the Credit Agreement shall be paid to, or in accordance with the instructions of, the Administrative Agent at the closing or thereafter, as the case may bethereof.
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Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Copyright Collateral (subject to compliance, if required, in accordance with any the terms of the Loan DocumentsDocuments (other than sales of Inventory in the ordinary course of business), the Administrative Agent will, at the Grantors' Grantor’s expense, execute and deliver to such the Grantor such documents as such the Grantor shall reasonably request to evidence the release of such item of Intellectual Property Copyright Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release, release and after giving effect thereto no Default shall have occurred and be continuing, (ii) such the Grantor shall have delivered to the Administrative Agent, at least ten (10) days Business Days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property the Copyright Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Agent and a certification by such the Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied in accordance with Section 2.6 2.4 of the Credit Loan and Security Agreement shall be paid to, or in accordance with the instructions of, the Administrative Agent at the closing or thereafter, as the case may beclosing.
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Samples: Loan and Security Agreement (Mercator Software Inc)
Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Patent Collateral (subject to compliance, if required, in accordance with any the terms of the Loan DocumentsDocuments (other than sales of Inventory in the ordinary course of business), the Administrative Agent will, at the Grantors' Grantor’s expense, execute and deliver to such the Grantor such documents as such the Grantor shall reasonably request to evidence the release of such item of Intellectual Property Patent Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release, release and after giving effect thereto no Default shall have occurred and be continuing, (ii) such the Grantor shall have delivered to the Administrative Agent, at least ten (10) days Business Days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property the Patent Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Agent and a certification by such the Grantor to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Agent may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied in accordance with Section 2.6 2.4 of the Credit Loan and Security Agreement shall be paid to, or in accordance with the instructions of, the Administrative Agent at the closing or thereafter, as the case may beclosing.
Appears in 1 contract
Samples: Loan and Security Agreement (Mercator Software Inc)
Release and Termination. (a) Upon any sale, lease, transfer or other disposition of any item of Intellectual Property Collateral (subject to compliance, if required, in accordance with any the terms of the Loan DocumentsDocuments (other than sales of Inventory in the ordinary course of business), the Administrative Collateral Agent will, at the Grantors' any Grantor's expense, execute and deliver to such Grantor such documents as such Grantor shall reasonably request to evidence the release of such item of Intellectual Property Collateral from the assignment and security interest granted hereby; provided, however, that (i) at the time of such request and such release, release no Event of Default shall have occurred and be continuing, (ii) such Grantor the Borrower shall have delivered to the Administrative Collateral Agent, at least ten (10) days Business Days prior to the date of the proposed release, a written request for release describing the item of Intellectual Property Collateral and the terms of the sale, lease, transfer or other disposition in reasonable detail, including the price thereof and any expenses in connection therewith, together with a form of release for execution by the Administrative Collateral Agent and a certification by such Grantor the Borrower to the effect that the transaction is in compliance with the Loan Documents and as to such other matters as the Administrative Collateral Agent may reasonably request and (iii) the proceeds of any such sale, lease, transfer or other disposition required to be applied in accordance with Section 2.6 2.06(b) of the Credit Agreement shall be paid to, or in accordance with the instructions of, the Administrative Collateral Agent at the closing or thereafter, as the case may beclosing.
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