Common use of License for Titanium Products Clause in Contracts

License for Titanium Products. Subject to the limitations set forth ----------------------------- in the immediately succeeding sentence, Seller hereby grants to Buyer a non- exclusive, perpetual, worldwide, irrevocable right and license (the "Titanium License"), with the right of sublicense and assignment, to utilize the Titanium Licensed Technology to make, have made, use, import, offer for sale, and sell Titanium Products to Permitted Customers in the Field of Use. Notwithstanding the foregoing, Buyer's right to practice under the Titanium License shall become effective only at such time as this Agreement has been terminated, Buyer has given the notice specified in Section XVIII.B. and Seller has materially breached its obligations to supply Titanium Products under said Section XVIII.B. in a manner that would allow a party hereto to terminate the Agreement under the standards of Section X.B.2. If the Titanium License shall become effective as aforesaid, Buyer shall pay to Seller a royalty of [NOTE: PERCENTAGE OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED] of Net Sales of Licensed Products during the life of the Titanium Patents. For purposes of this Section XIII.C. the following terms shall have the following definitions:

Appears in 2 contracts

Samples: Distribution Agreement (Memry Corp), Distribution Agreement (Memry Corp)

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License for Titanium Products. Subject to the limitations set forth ----------------------------- in the immediately succeeding sentence, Seller hereby grants to Buyer a non- non-exclusive, perpetual, worldwide, irrevocable right and license (the "Titanium License"), with the right of sublicense and assignment, to utilize the Titanium Licensed Technology to make, have made, use, import, offer for sale, and sell Titanium Products to Permitted Customers in the Field of Use. Notwithstanding the foregoing, Buyer's right to practice under the Titanium License shall become effective only at such time as this Agreement has been terminated, Buyer has given the notice specified in Section XVIII.B. 18.2 and Seller has materially breached its obligations to supply Titanium Products under said Section XVIII.B. 18.2 in a manner that would allow a party hereto to terminate the Agreement under the standards of Section X.B.210.2(b). If the Titanium License shall become effective as aforesaid, Buyer shall pay to Seller a royalty of [NOTE: PERCENTAGE OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.] of Net Sales of Licensed Products during the life of the Titanium Patents. For purposes of this Section XIII.C. 18.3, the following terms shall have the following definitions:

Appears in 1 contract

Samples: Private Label/Distribution Agreement (Memry Corp)

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License for Titanium Products. Subject to the limitations set forth ----------------------------- in the immediately succeeding sentence, Seller hereby grants to Buyer a non- exclusive, perpetual, worldwide, irrevocable right and license (the "Titanium License"), with the right of sublicense and assignment, to utilize the Titanium Licensed Technology to make, have made, use, import, offer for sale, and sell Titanium Products to Permitted Customers in the Field of Use. Notwithstanding the foregoing, Buyer's right to practice under the Titanium License shall become effective only at such time as this Agreement has been terminated, Buyer has given the notice specified in Section XVIII.B. 18.2 and Seller has materially breached its obligations to supply Titanium Products under said Section XVIII.B. 18.2 in a manner that would allow a party hereto to terminate the Agreement under the standards of Section X.B.210.2(b). If the Titanium License shall become effective as aforesaid, Buyer shall pay to Seller a royalty of [NOTE: PERCENTAGE OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION, PURSUANT TO RULE 24B-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.] of Net Sales of Licensed Products during the life of the Titanium Patents. For purposes of this Section XIII.C. 18.3, the following terms shall have the following definitions:

Appears in 1 contract

Samples: Private Label/Distribution Agreement (Memry Corp)

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