Common use of Licensor Access Clause in Contracts

Licensor Access. Section 11.1 Licensor and its employees, contractors and agents shall have the right, on reasonable prior notice to Licensee (except in the case of an emergency in which event Licensor shall have the immediate right without notice), from time to time throughout the License Term, to enter any portion of the Licensed Space from 7:00 a.m. to 5:30 p.m. (referred to in this Agreement as “business hours”) on business days during business hours to examine the same, to show the same to prospective purchasers, mortgagees, licensees or tenants and to make such repairs, alterations, improvements or additions as Licensor may deem necessary or desirable to the Licensed Space or any other portion of the Premises; provided that (except in the event of an emergency) such access by Licensor shall be subject to reasonable limitations imposed by Licensee related to proprietary and confidential information of the Licensee and any work performed or inspections or installations made by Licensor shall be using reasonable efforts to minimize disruption to the business and operations of Licensee. None of the foregoing access rights shall give rise to any decrease or abatement of the License Fee and nothing contained in this Section 11.1 shall be deemed to impose upon Licensor any obligation to employ contractors or labor at overtime or other premium pay rates. Section 11.2 The exercise by Licensor or its agents or by the holder of any mortgage of any right reserved to Licensor in this Article XI shall not constitute an actual or constructive eviction, in whole or in part, or entitle Licensee to any abatement or diminution of the License Fee or any other amount due hereunder, or relieve Licensee from any of its obligations under this Agreement, or impose any liability upon Licensor, or their respective agents, or upon the holder of any such mortgage, by reason of inconvenience or annoyance to Licensee or injury to or interruption of Licensee’s operations.

Appears in 2 contracts

Sources: License Agreement (BioLife4D Corp), License Agreement (Oracle Health, Inc.)

Licensor Access. Section 11.1 Licensor and its Landlord and their employees, contractors and agents shall have the right, on reasonable prior notice to Licensee (except in the case of an emergency in which event Licensor and/or Landlord shall have the immediate right without notice), from time to time throughout the License Term, to enter any portion of the Licensed Space from 7:00 a.m. to 5:30 p.m. (referred to in this Agreement as “business hours”) on business days during business hours and the Premises to examine the same, to show the same to prospective purchasers, mortgagees, licensees or tenants and to make such repairs, alterations, improvements or additions as Licensor may deem necessary or desirable to the Licensed Space or any other portion of the Premises; provided that (except in the event of an emergency) such access by Licensor and Landlord shall be subject to reasonable limitations imposed by Licensee related to proprietary and confidential information of the Licensee and any work performed or inspections or installations made by Licensor shall be using reasonable efforts to minimize disruption to the business and operations of Licensee. None of the foregoing access rights shall give rise to any decrease or abatement of the License Fee and nothing contained in this Section 11.1 section shall be deemed to impose upon Licensor any obligation to employ contractors or labor at overtime or other premium pay rates. Section 11.2 The exercise by Licensor or its agents or by the holder of any mortgage or the Landlord of any right reserved to Licensor in this article (Article XI XI) or this Agreement shall not constitute an actual or constructive eviction, in whole or in part, or entitle Licensee to any abatement or diminution of the License Fee or any other amount due hereunder, or relieve Licensee from any of its obligations under this Agreement, or impose any liability upon Licensor, or their respective agents, owners, or representatives, or upon the Landlord or upon the holder of any such mortgage, by reason of inconvenience or annoyance to Licensee or injury to or interruption of Licensee’s operations.

Appears in 1 contract

Sources: License Agreement (FibroBiologics Inc.)