WITHOUT PREJUDICE TO
CLAUSE 13, EACH CHARGOR SHALL AT ITS OWN EXPENSE PROMPTLY EXECUTE ANY DOCUMENT
AND DO ALL ASSURANCES ACTS AND THINGS AS BURDALE MAY REQUIRE TO PROCURE THAT THE
SECURITY CREATED BY THIS DEED IS RECORDED AS SOON AS POSSIBLE BY BURDALE IN EACH
REGISTER IN EACH JURISDICTION IN WHICH ANY SPECIFIED INTELLECTUAL PROPERTY IS
REGISTERED.
17
5.8.2
WITHOUT PREJUDICE TO
CLAUSE 13 IF AFTER THE DATE OF THIS DEED, ANY CHARGOR:
(A)
PROPOSES TO APPLY TO REGISTER ANY SPECIFIED
INTELLECTUAL PROPERTY IN ANY REGISTER IN WHICH IT IS NOT ALREADY IDENTIFIED AS
BEING REGISTERED IN; OR
(B)
PROPOSES TO APPLY TO REGISTER ANY INTELLECTUAL PROPERTY
RIGHT NOT EXISTING ON THE DATE OF THIS DEED, SUCH CHARGOR SHALL NOTIFY BURDALE
AND, IF BURDALE SO REQUIRES AND PROMPTLY NOTIFIES THE CHARGOR, SUCH CHARGOR
SHALL ENSURE THAT APPLICATION IS MADE FOR THE SECURITY CREATED BY THIS DEED TO
BE RECORDED, AND THAT ANY SUCH SECURITY IS RECORDED, AT THE SAME TIME AS THE
APPLICATION OR REGISTRATION (AS THE CASE MAY BE) OF SUCH INTELLECTUAL PROPERTY.
5.8.3
EACH CHARGOR WILL MAKE
SUCH REGISTRATIONS AND PAY SUCH FEES, RENEWAL FEES, REGISTRATION TAXES AND
SIMILAR AMOUNTS AS ARE NECESSARY TO KEEP THE SPECIFIED INTELLECTUAL PROPERTY IN
FORCE.
5.8.4
EACH CHARGOR WILL TAKE
SUCH STEPS AS ARE NECESSARY (INCLUDING THE INSTITUTION OF LEGAL PROCEEDINGS) TO
POLICE ITS SPECIFIED INTELLECTUAL PROPERTY IN ANY TERRITORIES WHICH ARE MATERIAL
TO ITS BUSINESS TO ENSURE PROPER USE OF THEM AND TO PREVENT THIRD PARTIES
INFRINGING THEM AND, TAKE SUCH OTHER STEPS AS ARE REASONABLY PRACTICABLE TO
MAINTAIN AND PRESERVE ITS INTERESTS IN ITS SPECIFIED INTELLECTUAL PROPERTY
INCLUDING APPLYING TO REGISTER ANY INTERESTS THEREIN IN ANY RELEVANT REGISTER.
5.8.5
EACH CHARGOR WILL
PROMPTLY NOTIFY BURDALE IN WRITING UPON BECOMING AWARE OF ANY CIRCUMSTANCES
WHICH WOULD MAKE ANY OF THE REPRESENTATIONS IN CLAUSE 4.8 INACCURATE OR
MISLEADING IN ANY MATERIAL RESPECT IF THOSE REPRESENTATIONS WERE THEN TO BE
REPEATED.
5.8.6
NO CHARGOR WILL DO
ANYTHING NOR USE THE SPECIFIED INTELLECTUAL PROPERTY IN ANY WAY WHICH COULD
REASONABLY BE EXPECTED TO HAVE AN ADVERSE EFFECT OR WHICH COULD DEVALUE ANY SUCH
SPECIFIED INTELLECTUAL PROPERTY.
5.8.7
NO CHARGOR WILL,
WITHOUT THE PRIOR WRITTEN CONSENT OF BURDALE:
(A)
SELL, TRANSFER, LICENSE OR OTHERWISE DISPOSE OF ANY
INTELLECTUAL PROPERTY; NOR
(B)
PERMIT ANY SPECIFIED INTELLECTUAL PROPERTY WHICH IS
REGISTERED OR SUBJECT TO AN APPLICATION FOR REGISTRATION TO BE ABANDONED OR
CANCELLED, TO LAPSE OR TO BE LIABLE TO ANY CLAIM FOR ABANDONMENT FOR NON-USE OR
OTHERWISE.
5.9
EQUIPMENT
5.9.1
FORTHWITH AFTER THE
DATE OF THIS DEED, EACH CHARGOR SHALL ATTACH TO A VISIBLE PART OF EACH ITEM OF
SPECIFIED EQUIPMENT OWNED BY IT AND WITH A VALUE IN EXCESS OF TWENTY THOUSAND
POUNDS (£20,000) (AS DETERMINED IN ACCORDANCE WITH THE EQUIPMENT VALUATION) IN A
PERMANENT MANNER A CLEAR AND DISTINCTIVE LABEL, NO SMALLER THAN THREE INCHES BY
FOUR INCHES IN SIZE COMPRISING THE FOLLOWING NOTICE: "THIS PIECE OF EQUIPMENT IS
SUBJECT TO A FIRST LEGAL MORTGAGE IN FAVOUR OF BURDALE FINANCIAL LIMITED
("BURDALE")