License Termination. Customer may terminate the license for an ICA Program at any time on one month's written notice to IBM. For ICA Program licenses that Customer acquired for a one-time charge, replacement licenses may be acquired for an upgrade charge, if available. When Customer obtains licenses for these replacement ICA Programs, Customer agrees to terminate the license of the replaced ICA Programs when charges become due, unless IBM specifies otherwise. IBM may terminate Customer’s license if Customer fails to comply with the license terms. If IBM does so, Customer’s authorization to use the ICA Program is also terminated.
License Termination. VENDOR may only terminate COUNTY’s Perpetual Software License as granted herein if COUNTY commits a Material Breach of the terms and conditions of this Agreement, subject to the notice and opportunity to cure provide herein. If COUNTY’s Material Breach is uncured and VENDOR elects to terminate the Agreement pursuant to this Article XII, upon notice of such election COUNTY shall discontinue all use of the Software and shall immediately return to VENDOR all copies of the Software, all related Documentation, and all other materials which contain any Confidential Information of VENDOR in COUNTY's possession or control. In such event, COUNTY shall also permanently delete all copies of all such items residing in COUNTY’s on or off line computer memory. VENDOR, with prior approval from COUNTY, may enter into any location controlled by COUNTY that has any Software, Documentation, and any other Confidential Information of VENDOR, to repossess and remove and/or to deactivate any Software. COUNTY shall, upon request from VENDOR, certify in writing to VENDOR that all copies of the Software and all Documentation, and all other materials required to be returned to VENDOR hereunder or to be deleted have been returned or deleted as appropriate.
License Termination. Notwithstanding the foregoing, Neuronetics may on reasonable prior notice terminate the license granted by Section 11(a) as to one or more or all of the Neuronetics Marks and Marketing Collateral.
License Termination. Your license to use the Software will remain in effect until terminated by Verizon or its third-party licensors, or until the Services are terminated. If any portion of the Services and/or Software is accessed after termination, you are bound by this Agreement and any terms and conditions incorporated by reference as they may be updated from time to time.
License Termination. Licensee may terminate this agreement upon forty-five (45) days written notice if (a) Licensor breaches a material term of this Agreement and fails to remedy said breach within thirty (30) days of his receipt of written notice of the breach; (b) Licensor becomes insolvent or files a petition in bankruptcy; (c) Licensee determines, in its sole and absolute discretion, to discontinue production and distribution of the Products; (d) Licensor becomes the subject of public dispute or scandal that affects Licensor's image. All royalties due to Licensor up to the date of termination will be paid to Licensor
License Termination. Upon termination of this Agreement for any reason, all Sublicenses will automatically terminate, unless ULRF, at its sole discretion, agrees in writing to an assignment to ULRF of any Sublicense. In the event of termination of this Agreement and if ULRF accepts assignment of any Sublicense, ULRF will not be bound by any grant of rights broader than, and will not be required to perform any obligation other than, those rights and obligations contained in this Agreement. ULRF will, as between ULRF and Licensee, have the sole right to modify each such assigned Sublicense to include all of the rights of ULRF contained in this Agreement.
License Termination. Upon termination of this Agreement for any reason, each sublicense granted by Licensee to a Sublicensee shall remain in effect as a direct license from The Regents to the Sublicensee (each a “New License Agreement”), for the scope of the license granted to such Sublicensee, on the same terms as this Agreement (taking into account any difference in license scope, territory, and duration of sublicense grant), provided that the Sublicensee is not at the time of such termination in breach of its sublicense agreement, is not at the time of such termination an opposing party in any legal proceeding involving The Regents, and that the financial terms of each New Licensee Agreement shall be identical to the corresponding financial terms of this Agreement. In the event of termination of this Agreement and if The Regents shall grant a direct license to any Sublicensee pursuant to the preceding sentence, The Regents will not be bound by any grant of rights broader than or will not be required to perform any obligation other than those rights and obligations contained in this Agreement. The Regents and the Sublicensee will modify each such New License Agreement to include all of the rights of The Regents (and [**], and, if applicable, the United States Government and other sponsors) that are contained in this Agreement. Notwithstanding the foregoing, each Sublicensee’s right to enter into a New License Agreement shall only be available to the extent (i) Licensee has provided The Regents with a copy of the sublicense agreement granting the sublicense to such Sublicensee as required under Paragraph 3.3 and with all terms relating to the rights and obligations under this Agreement left unredacted, (ii) such Sublicensee notifies The Regents within [**] after the termination of this Agreement that it wishes to enter into a New License Agreement, (iii) Sublicensee pays to The Regents its pro rata share of any unreimbursed patent expenses during the negotiation of the New License Agreement within [**] of the mailing date of the invoice for such expenses, and (iv) the duties of The Regents under the New License Agreement will not be greater than the duties of The Regents under this Agreement and (v) there is no outstanding or ongoing material breach of such sublicense by such Sublicensee which remains uncured. The terms in this Paragraph 3.5 are applicable only to sublicenses granted by Licensee and are not applicable to any sublicenses granted by a Sublicensee.
License Termination. Licensee may terminate this agreement upon forty-five (45) days written notice if (a) Licensor breaches a material term of this Agreement and fails to remedy said breach within thirty (30) days of his receipt of written notice of the breach; (b) Licensor becomes insolvent or files a petition in bankruptcy; (c) Licensee determines, in its sole and absolute discretion, to discontinue production and distribution of the Products; (d) Licensor becomes the subject of public dispute or scandal that affects Licensor's image. Injury(ies) or illness of said Licensor shall not in any way affect the validity of this Agreement.
License Termination. Licensee may terminate this agreement upon thirty (30) days written notice if (a) Licensor breaches a material term of this Agreement and fails to remedy said breach within fifteen (15) days of his receipt of written notice of the breach; (b) Licensor is convicted of a felony involving moral turpitude. Should Licensee terminate this Agreement pursuant to this paragraph, the parties agree that Licensee shall have a period of sixty (60) days commencing upon the date of termination, in which Licensee shall be permitted to sell off any existing inventory of the Product that was manufactured prior to the date of termination (the "Sell-Off- Period"). At the conclusion of the Sell-Off-Period, all rights in and to the Licensed Subject Matter shall immediately, automatically, and irrevocably revert to Licensor, and Licensee shall have no further rights in and to the Licensed Subject Matter automatically, and irrevocably revert to Licensor, and Licensee shall have no further rights in and to the Licensed Subject Matter.
