LICENSEE acknowledges Sample Clauses
The 'LICENSEE acknowledges' clause serves to formally record that the licensee is aware of and accepts certain facts, conditions, or representations stated in the agreement. Typically, this clause is used to confirm that the licensee has reviewed relevant documents, understands the scope of the license, or is aware of specific limitations or risks associated with the licensed material. By including this clause, the agreement ensures that the licensee cannot later claim ignorance of these key points, thereby reducing the risk of disputes and clarifying the parties' mutual understanding.
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LICENSEE acknowledges and agrees that all intellectual property and industrial rights in and to the Licensed Materials and all copies thereof are and will remain the sole property of ENCLUSTRA, or its licensors (if any). Nothing contained in this Agreement will be construed as conferring by implication, estoppel or otherwise upon LICENSEE any license or other right except the licenses and rights expressly granted to LICENSEE in Section 3 (License Grants). LICENSEE understands that portions of the Licensed Materials and related documentation may have been licensed to ENCLUSTRA from third parties and that such third parties are intended third-party beneficiaries of the provisions of this Agreement. The Licensed Materials are protected by laws and international treaty provisions covering intellectual property and industrial rights.
LICENSEE acknowledges. (a) that this License Agreement will not become effective until LICENSEE has paid TELCORDIA a total of twenty-one million U.S. dollars ($21,000,000) in the manner provided in Paragraph 1 of the Settlement Agreement; and
(b) that the consideration for LICENSEE’s agreement to pay TELCORDIA this amount ($21,000,000) includes the settlement and dismissal with prejudice of the Infringement Actions as well as the rights granted to LICENSEE and its AFFILIATES under this License Agreement (including, but not limited to, the license rights, covenant not to ▇▇▇, and release provided in Articles II to IV of this License Agreement).
LICENSEE acknowledges and shall cause any End User to acknowledge, that the Software is protected by US Copyright Law and international treaty and that unauthorized reproduction or distribution is subject to civil and criminal penalties. The Software is licensed, not sold, to Licensee for use solely under the terms of this Agreement. The Software, and all worldwide copyrights and other intellectual property rights therein, are and shall remain the exclusive property of JNBridge and its licensors. Except for the limited rights expressly granted under Section 2, Licensee shall have no right, title, or interest (whether by implication, estoppel, or otherwise) in or to the Software or any intellectual property rights therein. JNBridge reserves all rights (including any and all trademarks in and to the name "JNBridge" and the JNBridge logo) not expressly granted to Licensee.
