Hotel License Agreement Sample Clauses

Hotel License Agreement. Promptly after the Effective Date, Seller shall give the notices (accompanied by a copy of this Agreement) required under Paragraph 11 of the Hotel License Agreement, notifying the licensor of a potential sale of the Hotel to Buyer. Buyer shall have the responsibility, prior to the Approval Date, of satisfying itself with respect to the terms and conditions (including, without limitation, any upgrading requirements) under which the licensor under the Hotel License Agreement would grant to Buyer (or its assign) a license to operate the Hotel, from and after Closing and for a period not less than the the balance of the term of the Hotel License Agreement, as a Marriott Hotel pursuant to a form of franchise agreement as set forth in the Franchisor’s UFOC in effect at the time of Buyer’s application (the “New License”). No later than immediately following the Approval Date (unless Buyer elects to terminate this Agreement under Section 4.6), Buyer shall submit an application in the licensor’s required form for such New License, and thereafter (A) diligently prosecute such application (B) provide the licensor with any reasonably or customarily requested information regarding Buyer (and its assign, if any), (C) pay (when required) the licensor’s standard application fee (except to the extent waived by the licensor), (D) if approved by the licensor, enter into the licensor’s then standard form of license agreement (except to the extent the licensor agrees to any changes requested by Buyer), to be effective upon Closing and (E) comply with all other conditions imposed by the licensor, in accordance with its current licensing policies, for the issuance of such New License effective upon Closing. Upon Closing, Seller shall surrender its existing licenses under the Hotel Licensing Agreement, and agree to terminate those agreements, in such form as the licensor under each may reasonably require.
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Hotel License Agreement. On or about the date hereof, the Company shall cause the Hotel Owner to enter into an agreement (the “Hotel License Agreement”) with Four Seasons, pursuant to which Four Seasons (for certain fees and other consideration) has agreed to provide the right and license to use the Trademarks and the Proprietary Materials (each as defined in the Hotel Management Agreement) to the Hotel Owner in connection with the marketing, operation and management of the Hotel. The Hotel License Agreement is in form and substance acceptable to each of the Members. Except as otherwise set forth in Section 7.03, Managing Member shall have the right to enforce the rights of the Hotel Owner under the Hotel License Agreement.
Sample 1
Hotel License Agreement. “Hotel License Agreement” means any agreement pertaining to the use, in conjunction with the Hotel, of (i) one or more identifying trade names, trademarks, service marks, logos or other proprietary name or xxxx which is owned by a third party and/or (ii) a reservation system owned by a third party.
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Hotel License Agreement. “Hotel License Agreement” means that certain Franchise Agreement between Marriott and Seller dated as of July 16, 2009.
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Hotel License Agreement. Marriott shall have provided Buyer with written notice (the “Franchise Agreement Approval Notice”) that, it has approved the Buyer’s franchise application and is prepared to grant Buyer the New License pursuant to a form of franchise agreement as set forth in the Franchisor’s UFOC in effect at the time of Buyer’s application as of the Closing Date, and the New License shall have been executed effective as of the Closing Date.
Sample 1
Hotel License Agreement. Marriott shall have provided Buyer with written notice (the “Franchise Agreement Approval Notice”) that, it has approved the Buyer’s franchise application and is prepared to grant Buyer the New License pursuant to a form of franchise agreement as set forth in the Franchisor’s UFOC in effect at the time of Buyer’s application as of the Closing Date , and the New License shall have been executed effective as of the Closing Date and the Hotel License Agreement is terminated without payment by or penalty to Seller by the licensor effective at Closing. If any condition specified in this Section 9.2 is not timely satisfied (or waived by Seller in writing), Seller shall have the right to terminate this Agreement by giving written notice of such termination to Buyer and Escrow Agent by the Last Closing Date (but, in any event, before Closing actually occurs). After Closing, Seller shall not have any right to terminate this Agreement or rescind its purchase of the Hotel by reason of the failure of any such condition, whether or not such failure was known to or discoverable by Seller prior to Closing.
Sample 1
Hotel License Agreement. Attached hereto as Exhibit B is a true and complete copy of the Hotel License Agreement. Seller has not received any written notice from licensor that a default has occurred under the Hotel License Agreement, and, to Seller's Knowledge, there are no events, which with the giving of notice or passage of time, would cause a material default to occur thereunder.
Sample 1
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Related to Hotel License Agreement

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • License Agreements (a) Each Borrower and Guarantor shall (i) promptly and faithfully observe and perform all of the material terms, covenants, conditions and provisions of the material License Agreements to which it is a party to be observed and performed by it, at the times set forth therein, if any, (ii) not do, permit, suffer or refrain from doing anything that could reasonably be expected to result in a default under or breach of any of the terms of any material License Agreement, (iii) not cancel, surrender, modify, amend, waive or release any material License Agreement in any material respect or any term, provision or right of the licensee thereunder in any material respect, or consent to or permit to occur any of the foregoing; except, that, subject to Section 9.19(b) below, such Borrower or Guarantor may cancel, surrender or release any material License Agreement in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor (as the case may be) shall give Agent not less than thirty (30) days prior written notice of its intention to so cancel, surrender and release any such material License Agreement, (iv) give Agent prompt written notice of any material License Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may request, (v) give Agent prompt written notice of any material breach of any obligation, or any default, by any party under any material License Agreement, and deliver to Agent (promptly upon the receipt thereof by such Borrower or Guarantor in the case of a notice to such Borrower or Guarantor and concurrently with the sending thereof in the case of a notice from such Borrower or Guarantor) a copy of each notice of default and every other notice and other communication received or delivered by such Borrower or Guarantor in connection with any material License Agreement which relates to the right of such Borrower or Guarantor to continue to use the property subject to such License Agreement, and (vi) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the material terms, covenants or provisions of any material License Agreement.

  • Software License Agreement 1) Customers acquiring software licenses under the Contract shall hold, use and operate such software subject to compliance with the Software License Agreement set forth in Appendix D of this Contract. No changes to the Software License Agreement terms and conditions may be made unless previously agreed to between Vendor and DIR. Customers may not add, delete or alter any of the language in Appendix D; provided however, that a Customer and Vendor may agree to additional terms and conditions that do not diminish a term or condition in the Software License Agreement, or in any manner lessen the rights or protections of Customer or the responsibilities or liabilities of Vendor. Order Fulfiller shall make the Software License Agreement terms and conditions available to all Customers at all times.

  • End User License Agreement This work is licensed under a Creative Commons Attribution-NonCommercial-NoDerivs 3.0 Unported License. xxxx://xxxxxxxxxxxxxxx.xxx/licenses/by-nc-nd/3.0/ You are free to: Share: to copy, distribute and transmit the work Under the following conditions: Attribution: You must attribute the work in the manner specified by the author (but not in any way that suggests that they endorse you or your use of the work).

  • Sublicense Agreements Sublicenses shall be granted only pursuant to written agreements, which shall be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements shall contain, among other things, provisions to the following effect:

  • Development Agreement As soon as reasonably practicable following the ISO’s selection of a transmission Generator Deactivation Solution, the ISO shall tender to the Developer that proposed the selected transmission Generator Deactivation Solution a draft Development Agreement, with draft appendices completed by the ISO to the extent practicable, for review and completion by the Developer. The draft Development Agreement shall be in the form of the ISO’s Commission-approved Development Agreement for its reliability planning process, which is in Appendix C in Section 31.7 of Attachment Y of the ISO OATT, as amended by the ISO to reflect the Generator Deactivation Process. The ISO and the Developer shall finalize the Development Agreement and appendices as soon as reasonably practicable after the ISO’s tendering of the draft Development Agreement. For purposes of finalizing the Development Agreement, the ISO and Developer shall develop the description and dates for the milestones necessary to develop and construct the selected project by the required in-service date identified in the Generator Deactivation Assessment, including the milestones for obtaining all necessary authorizations. Any milestone that requires action by a Connecting Transmission Owner or Affected System Operator identified pursuant to Attachment P of the ISO OATT to complete must be included as an Advisory Milestone, as that term is defined in the Development Agreement. If the ISO or the Developer determines that negotiations are at an impasse, the ISO may file the Development Agreement in unexecuted form with the Commission on its own, or following the Developer’s request in writing that the agreement be filed unexecuted. If the Development Agreement is executed by both parties, the ISO shall file the agreement with the Commission for its acceptance within ten (10) Business Days after the execution of the Development Agreement by both parties. If the Developer requests that the Development Agreement be filed unexecuted, the ISO shall file the agreement at the Commission within ten (10) Business Days of receipt of the request from the Developer. The ISO will draft, to the extent practicable, the portions of the Development Agreement and appendices that are in dispute and will provide an explanation to the Commission of any matters as to which the parties disagree. The Developer will provide in a separate filing any comments that it has on the unexecuted agreement, including any alternative positions it may have with respect to the disputed provisions. Upon the ISO’s and the Developer’s execution of the Development Agreement or the ISO’s filing of an unexecuted Development Agreement with the Commission, the ISO and the Developer shall perform their respective obligations in accordance with the terms of the Development Agreement that are not in dispute, subject to modification by the Commission. The Connecting Transmission Owner(s) and Affected System Operator(s) that are identified in Attachment P of the ISO OATT in connection with the selected transmission Generator Deactivation Solution shall act in good faith in timely performing their obligations that are required for the Developer to satisfy its obligations under the Development Agreement.

  • Valid Agreement This Agreement has been duly executed and delivered by the Purchaser and constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting enforcement of creditors’ rights generally, and (ii) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies.

  • Termination of License Agreement This Agreement will terminate automatically in the event that the License Agreement is terminated, provided that prior to such termination of this Agreement becoming effective, the Parties shall cooperate to wind down the activities being conducted hereunder as set forth in Section 15.5(b).

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

  • Supply Agreement Seller and Buyer, or their Affiliates, shall have executed the Supply Agreement.

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