License Field Limitation. Notwithstanding anything contained herein to the contrary, (i) Cutera and Cutera Affiliates shall not exercise, (ii) Cutera shall not allow any Cutera Affiliates or Cutera Sublicensees to exercise, and (iii) with respect to any distributor, sublicense or other agreements entered into by Cutera or any Cutera Affiliates, or purchase orders issued or accepted by Cutera or any Cutera Affiliates, in each case after the Effective Date, Cutera shall expressly prohibit in writing all Cutera Affiliates and Cutera Sublicensees from exercising, the sublicense grant provided for in Section 2.1 within the Consumer Field. Any failure of Cutera or any Cutera Affiliates or Cutera Sublicensees to comply with this Section 2.2(b) or failure of Cutera to bind any Cutera Affiliates or Cutera Sublicensees shall neither act to expand such sublicense grant into the Consumer Field nor relieve Cutera or any Cutera Affiliates or Cutera Sublicensees of any of their obligations hereunder. With respect to not allowing certain activities by Cutera Sublicensees as set forth in clause (ii) of the 1st sentence of this Section 2.2(b), the Parties understand and agree that, once Cutera or any Cutera Affiliate learns of any violation of their obligations not to allow any Cutera Sublicensee to conduct those prohibited activities, Cutera and Cutera Affiliates shall promptly use commercially reasonable efforts to end all such prohibited activities by such Cutera Sublicensee within a commercially reasonable time period, and if unable to end all such prohibited activities by such efforts, shall in all events within six (6) months of first learning of any such prohibited activities by such Cutera Sublicensee: (x) terminate the sublicense to such Cutera Sublicensee; and (y) stop Selling (directly or indirectly through other Cutera Sublicensees or otherwise) Licensed Products to such Cutera Sublicensee. If Palomar notifies Cutera in writing of any Cutera Sublicensee conducting any such prohibited activities, Cutera shall thereafter confirm in writing to Palomar that Cutera has complied with the immediately preceding sentence for such Cutera Sublicensee. Cutera’s and Cutera Affiliates’ full compliance with the two immediately preceding sentences shall be deemed to fully satisfy their obligations under clause (ii) above with respect to Cutera Sublicensees.
License Field Limitation. Notwithstanding anything contained herein to the contrary, the sublicense grant provided for in Section 2.1(a) does not include a license under the Xxxxxxxx Patents within the Consumer Field. The rights of Syneron and its Affiliates with respect to the Consumer Field are addressed in that certain Consumer License Term Sheet (“Consumer Field Agreement”).
License Field Limitation. Notwithstanding anything contained herein to the contrary, (i) Xxxx and Xxxx Affiliates shall not exercise, (ii) Xxxx shall not allow any Xxxx Affiliates or Xxxx Sublicensees to exercise, and (iii) with respect to any distributor, sublicense or other agreements entered into by Xxxx or any Xxxx Affiliates, or purchase orders issued or accepted by Xxxx or any Xxxx Affiliates, in each case after the Effective Date, Xxxx shall expressly prohibit in writing all Xxxx Affiliates and Xxxx Sublicensees from exercising, the sublicense grant provided for in Section 2.1 within the Consumer Field. With respect to not allowing certain activities by Xxxx Sublicensees as set forth in clause (ii) of the 1st sentence of this Section 2.2(b), the Parties understand and agree that, without limiting Xxxx and an Xxxx Affiliate’s obligations under such clause, once Xxxx or any Xxxx Affiliate learns of any violation of their obligations not to allow any Xxxx Sublicensee to conduct those prohibited activities, Xxxx and Xxxx Affiliates shall promptly use commercially reasonable efforts to end all such prohibited activities by such Xxxx Sublicensee within a commercially reasonable time period, and if unable to end all such prohibited activities by such efforts, shall in all events within six (6) months of first learning of any such prohibited activities by such Xxxx Sublicensee: (x) terminate the sublicense to such Xxxx Sublicensee; and (y) stop Selling (directly or indirectly through other Xxxx Sublicensees or otherwise) Licensed Products to such Xxxx Sublicensee. If Palomar notifies Xxxx in writing of any Xxxx Sublicensee conducting any such prohibited activities, Xxxx shall thereafter confirm in writing to Palomar that Xxxx has complied with the immediately preceding sentence for such Xxxx Sublicensee.
License Field Limitation. Notwithstanding anything contained herein to the contrary, Lumenis shall not exercise, Lumenis shall not allow its Affiliates to exercise, and Lumenis shall prohibit in writing its Affiliates and Sublicensees from exercising, the sublicense grants provided for in Section 2.1 within the Consumer Field.
