Have Reproduced Sample Clauses

Have Reproduced. Toshiba shall have the right to provide the Licensed WAS Technology to its third party manufacturers of Combined Broadcast Server Products (each a "Submanufacturer"), provided that each Submanufacturer shall agree in a signed writing to be bound by the applicable instructions on Toshiba set forth in this Agreement with respect to the Licensed WAS Technology, which include but is not limited to the agreement to use and copy the Licensed WAS Technology solely to create Combined Broadcast Server Products and only for Toshiba and to keep the Licensed WAS Technology confidential according to the applicable terms of this Agreement. Toshiba shall provide the name of such Submanufacturer to Wink promptly upon contracting with such Submanufacturer regarding services concerning the Licensed WAS Technology . Upon request of Wink, Toshiba promptly shall provide to Wink a copy of such signed writing with each Submanufacturer, and Toshiba shall ensure that each Submanufacturer abides by such restrictions. Toshiba agrees to indemnify, defend and hold Wink harmless from and against any loss, cost, liability or expense (including Wink's reasonable attorneys' fees) arising out of or related to a breach of the foregoing provisions by Submanufacturers. Toshiba shall promptly notify Wink if Toshiba knows or believes that a Submanufacturer has breached the provisions of this Section 3.2.
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Have Reproduced. S-A shall have the right to provide the Licensed Technology to its third party manufacturers for ROM and flash ROM chips (each a "Submanufacturer", provided that each such third party manufacturer shall agree in a signed writing (i) to manufacture Wink Engines and Combined Products only for S-A's account, (ii) not to sell or distribute Wink Engines and Combined Products except to S-A, (iii) to keep the Licensed Technology confidential pursuant to terms and conditions no less restrictive than the terms and conditions of the parties' Non-Disclosure Agreement described in Section 11 below and (iv) that Wink is a third party beneficiary of such agreement and may enforce such agreement directly against such third party manufacturer. In the event that S-A desires to provide the Licensed Technology to a Submanufacturer without also providing such Submanufacturer with software owned by S-A, S-A's provision of the Wink Engine to such Submanufacturer shall be subject to (a) Wink's written approval (not to be unreasonably withheld) of such Submanufacturer, (b) S-A's assurance that it will use the same level of care in choosing Submanufacturers for S-A Devices incorporating the Wink Engine as it does for its other products, and will take all reasonable steps to prevent unauthorized disclosure of Wink Confidential Information, (c) S-A's prompt notification to Wink if S-A knows or believes that a Submanufacturer has breached the provisions of subsection (i) - (iv) above.
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Related to Have Reproduced

  • Exclusive Representative The University recognizes UPTE-CWA 9119, which was certified by the Public Employment Relations Board (PERB) on September 15, 1997 in SF-PC-1053-H as the sole and exclusive representative for the purposes of collective bargaining with respect to wages, hours, and terms and conditions of employment for all employees, excluding employees defined by HEERA as managerial, supervisory and/or confidential and all student employees whose employment is contingent upon their status as students, in the Health Care Professionals (HX) bargaining unit.

  • Executive Representations Executive represents and warrants that:

  • Executive Representation Executive hereby represents to the Company that the execution and delivery of this Agreement by Executive and the Company and the performance by Executive of Executive’s duties hereunder shall not constitute a breach of, or otherwise contravene, the terms of any employment agreement or other agreement or policy to which Executive is a party or otherwise bound.

  • Exclusive Representation The Employer shall not enter into any agreements with the employees covered by this Agreement either individually or collectively or with any other employee organization which in any way conflicts with the terms and provisions of this Agreement. Further, the Employer shall meet and negotiate, pursue the resolution of grievances and conduct arbitration proceedings only with the properly designated representative(s) of the Union.

  • Nurse Representatives The Employer agrees to recognize two (2) Nurse Representatives for the purpose of dealing with grievances and conducting Union interviews.

  • False Representation Contractor understands, acknowledges, and agrees that any false representation or any failure to comply with a representation, warranty, or certification made by Contractor is subject to all civil and criminal consequences provided at law or in equity including, but not limited to, immediate termination of this Contract.

  • Exclusive Representations and Warranties Except for the representations and warranties contained in this Article 5 (as modified by the Disclosure Schedules), none of Buyer, its Affiliates, nor any of their respective Representatives, makes or has made any other representation or warranty on behalf of Buyer. Except for the representations and warranties contained in this Article 5 (as modified by the Disclosure Schedules), Buyer disclaims all liability and responsibility for any representation, warranty, projection, forecast, statement, or information made, communicated, or furnished (orally or in writing) to Sellers or their respective Affiliates or Representatives (including any opinion, information, projection, or advice that may have been or may be provided to Sellers by any Representative of Buyer or any of their respective Affiliates). The disclosure of any matter or item in any schedule hereto will not be deemed to constitute an acknowledgment that any such matter is required to be disclosed or is material or that such matter would result in a Buyer Material Adverse Effect.

  • Professional Seal Where applicable in the determination of the City, the first page of a technical report, first page of design specifications, and each page of construction drawings shall be stamped/sealed and signed by the licensed professional responsible for the report/design preparation.

  • Authority of the Representative Any action by the Underwriters hereunder may be taken by the Representative on behalf of the Underwriters, and any such action taken by the Representative shall be binding upon the Underwriters.

  • Authority of the Representatives Any action by the Underwriters hereunder may be taken by the Representatives on behalf of the Underwriters, and any such action taken by the Representatives shall be binding upon the Underwriters.

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