Application for New Licenses Sample Clauses

Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before Governmental Authorities for the transfer or re-issuance of the Liquor Licenses at the Hotels to Buyer (or Buyer’s nominee) following Closing. Sellers shall cooperate with Buyer in such applications as Buyer may reasonably request. If Buyer elects to engage as its legal counsel in prosecuting any such applications the counsel used by Sellers or any Liquor Licensee in connection with obtaining or maintaining the existing Liquor Licenses, Sellers hereby consent (and, if necessary, shall cause the applicable Liquor Licensee to consent) to Buyer’s engagement of such counsel and shall waive (and cause the applicable Liquor Licensee to waive) any conflict of interest which may arise between such counsel’s representation of Buyer and the prior or current representation of any Seller or any Liquor Licensee.
Sample 1See All (4)
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Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before the relevant Governmental Authority for the re-issuance of the Liquor License at the Hotel to Buyer or its designee upon or following Closing. No later than five days after the Effective Date, Buyer shall file the Master Business Application and the Liquor Control Board Addendum with the relevant Governmental Authority required to obtain by the Last Closing Date at least the Pre-Approval License, and following such filing shall diligently prosecute such application. Prior to Closing, Seller shall
Sample 1
Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before Governmental Authorities for the re-issuance of the Liquor License at the Hotel to Buyer or its nominee following Closing. Seller shall cooperate with Buyer in such applications as Buyer may reasonably request (but without any obligation on the part of Seller to incur more than $25,000 in out-of-pocket expense or liability in doing so).
Sample 1
Application for New Licenses. Buyer shall be responsible, at its sole cost and expense, for preparing, filing and prosecuting all applications before the MLC for (i) the issuance of a temporary liquor license effective as of the Closing Date, and (ii) the transfer of the Liquor License or issuance of a new liquor license at the Hotel to Buyer or its nominee following Closing in accordance with the Liquor License Agreement. Immediately after November 10, 1998, Buyer may commence and pursue the application process for the issuance of a temporary liquor license and the transfer of the Liquor License or issuance of a new liquor license to Buyer pursuant to applicable MLC requirements. Seller shall cooperate, and shall use reasonable efforts to cause the Liquor Licensee (if other than Seller) to cooperate, with Buyer in such applications as Buyer may reasonably request (but without any obligation on the part of Seller or the Liquor Licensee to incur out-of-pocket expense or liability in doing so) in accordance with the Liquor License Agreement. Buyer shall keep Seller informed as to the status and progress of its applications before the MLC. Buyer shall use its best efforts to obtain a temporary liquor license and transfer of the Liquor License or issuance of a new liquor license and Buyer shall cooperate with Seller in connection therewith. Notwithstanding anything contained in this SECTION 7.6 to the contrary, Seller shall be liable for the payment of any and all of Seller's tax liabilities required to be paid to the Hawaiian tax authorities attributable to the period prior to Closing as a precondition to the transfer of the Liquor License to Buyer or the issuance of a new liquor license to Buyer pursuant to applicable MLC requirements. If no temporary liquor license is issued to Buyer as of the Closing Date, Seller, if it is the Liquor Licensee, shall in good faith negotiate an agreement between Buyer and Seller whereby the activities for which a liquor license may be required under applicable MLC requirements at the Hotel may be conducted by Seller (to the extent permissible); provided, however, (i) such arrangement shall be at no cost to Seller and (ii) Buyer shall indemnify defend and hold harmless Seller Parties from and against Claims arising from such arrangement and the sale of alcoholic beverages at the Hotel.
Sample 1
Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before the relevant Governmental Authority for the re-issuance of the Liquor License at the Hotel to Buyer or its designee upon or following Closing. No later than five days after the Effective Date, Buyer shall file the Master Business Application and the Liquor Control Board Addendum with the relevant Governmental Authority required to obtain by the Last Closing Date at least the Pre-Approval License, and following such filing shall diligently prosecute such application. Prior to Closing, Seller shall cooperate (and shall cause Hotel Manager to cooperate) with Buyer in such application as Buyer may reasonably request (but without any obligation on the part of Seller to incur out-of-pocket expense or liability in doing so). If Buyer has not been able to obtain the Pre-Approval License by the Last Closing Date, Seller and, so long as Buyer has complied in all material respects with this Section 7.2.1, Buyer shall each have the right to extend the Closing Date to a date no later than 45 days after the Last Closing Date in order for Buyer to continue its efforts to obtain the Pre-Approval License.
Sample 1

Related to Application for New Licenses

  • Patents, Trademarks, Copyrights, Licenses, Etc Each Loan Party and each Subsidiary of each Loan Party owns or possesses all the material patents, trademarks, service marks, trade names, copyrights, licenses, registrations, franchises, permits and rights necessary to own and operate its properties and to carry on its business as presently conducted and planned to be conducted by such Loan Party or Subsidiary, without known possible, alleged or actual conflict with the rights of others.

  • Grant of License to Use Intellectual Property For the purpose of enabling the Notes Collateral Agent to exercise rights and remedies under this Agreement at such time as the Notes Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor shall, upon request by the Notes Collateral Agent at any time after and during the continuance of an Event of Default, grant to the Notes Collateral Agent an irrevocable (until the termination of the Indenture) nonexclusive license (exercisable without payment of royalty or other compensation to the Grantors) to use, license or sublicense any of the Collateral now owned or hereafter acquired by such Grantor, and wherever the same may be located, and including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout thereof; provided, however, that nothing in this Section 3.03 shall require Grantors to grant any license that is prohibited by any rule of law, statute or regulation or is prohibited by, or constitutes a breach or default under or results in the termination of any contract, license, agreement, instrument or other document evidencing, giving rise to or theretofore granted, to the extent permitted by the Indenture, with respect to such property; provided, further, that such licenses to be granted hereunder with respect to Trademarks shall be subject to the maintenance of quality standards with respect to the goods and services on which such Trademarks are used sufficient to preserve the validity of such Trademarks. The use of such license by the Notes Collateral Agent may be exercised, at the option of the Notes Collateral Agent, during the continuation of an Event of Default; provided that any license, sublicense or other transaction entered into by the Notes Collateral Agent in accordance herewith shall be binding upon the Grantors notwithstanding any subsequent cure of an Event of Default.

  • Application of Agreement 4.1 This Agreement applies to:

  • Patent Licenses (a) Upon payment of the applicable fees as set forth in Appendix B3 and subject to the provisions of this Agreement, Lucent hereby grants to Company during the License Term, a personal, non-transferable (except as permitted in Section 5.08) and non-exclusive license (without any right to sublicense) under (a) patents and/or patent applications listed in Appendix C, (b) patents on sole inventions (as defined in Section 2.03(a) owned by Lucent, to (i) perform the Development Project during the Development Period, and (ii) to make, have made, use, lease, sell, offer to sell and import Licensed Product.

  • Maintenance of Licenses The Owner Trustee will obtain and maintain any licenses that the Administrator informs the Owner Trustee are required to be obtained or maintained by the Owner Trustee under the laws of any State in connection with the Owner Trustee’s duties and obligations under the Transaction Documents.

  • Copyrights, Patents, Trademarks and Licenses, etc The Company and each Subsidiary own or are licensed or otherwise have the right to use all of the material patents, trademarks, service marks, trade names, copyrights, contractual franchises, authorizations and other rights that are reasonably necessary for the operation of their respective businesses, without material conflict with the rights of any other Person. To the best knowledge of the Company, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Company or any Subsidiary infringes upon any rights held by any other Person. Except as specifically disclosed in Schedule 6.5, no claim or litigation regarding any of the foregoing is pending or, to the knowledge of the Company, threatened, and no patent, invention, device, application, principle or any statute, law, rule, regulation, standard or code is pending or, to the knowledge of the Company, proposed, which, in either case, would reasonably be expected to have a Material Adverse Effect.

  • Patents, Trademarks, Copyrights and Licenses All patents, patent applications, trademarks, trademark applications, service marks, service xxxx applications, copyrights, copyright applications, design rights, tradenames, assumed names, trade secrets and licenses owned or utilized by any Borrower are set forth on Schedule 5.9, are valid and have been duly registered or filed with all appropriate Governmental Bodies and constitute all of the intellectual property rights which are necessary for the operation of its business; there is no objection to or pending challenge to the validity of any such patent, trademark, copyright, design rights, tradename, trade secret or license and no Borrower is aware of any grounds for any challenge, except as set forth in Schedule 5.9 hereto. Each patent, patent application, patent license, trademark, trademark application, trademark license, service xxxx, service xxxx application, service xxxx license, design rights, copyright, copyright application and copyright license owned or held by any Borrower and all trade secrets used by any Borrower consist of original material or property developed by such Borrower or was lawfully acquired by such Borrower from the proper and lawful owner thereof. Each of such items has been maintained so as to preserve the value thereof from the date of creation or acquisition thereof. With respect to all software used by any Borrower, such Borrower is in possession of all source and object codes related to each piece of software or is the beneficiary of a source code escrow agreement, each such source code escrow agreement being listed on Schedule 5.9 hereto.

  • Scope of License The license granted to you for the Company application is limited to a non-transferable license to use the Company application on a device that utilizes the Apple iOS or Android operating system, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor terms of service. (2)

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