Neither Licensor Clause Samples

Neither Licensor nor Naxos China shall make or issue any public statement or press release regarding this Agreement or its subject matter without the prior written approval of the other Party.

Neither Licensor or Licensee shall use or divulge or communicate to any person (other than those whose province it is to know the same or as permitted or

Neither Licensor nor Licensee may provide the License Agreement to any third party or disclose the terms and conditions of the License Agreement to any third party except: (a) if legally required pursuant to subpoena or legal process, in which event the provisions of Section 7.3 shall apply; (b) to persons providing or proposing to provide debt or equity financing, underwriters and/or broker dealers arranging or proposing to arrange for debt and/or equity financing, or potential acquirers, provided, in each case, that such person is under a confidentiality obligation with respect to such information; and, (c) pursuant to Section 7.5.

Neither Licensor nor Licensee shall disclose information regarding this Agreement to any third party (affiliated companies shall not be deemed third parties hereunder) except to the extent necessary to comply with law or the valid order of a court of competent jurisdiction; as part of its normal reporting requirements including to auditors and attorneys, in which case such persons shall agree to be bound by the provisions of this subparagraph; and in order to enforce its rights pursuant to this Agreement.

Neither Licensor or Licensee will at any time disclose or divulge to any person, firm or corporation or use, or permit any of its affiliates, employees or representatives to use, disclose or divulge, for any purpose other than solely as required for the manufacturing, advertising, merchandising, promoting, selling and distributing of Approved Liz Merchandise in accordance with the terms of this Agreement, directly or indirectly, for its own or the benefit of any person, firm or corporation, any property, any trade secrets or confidential information of the other party or any of its affiliates, obtained from or through them, except to the extent required by law or court order.

Neither Licensor or Licensee shall have any expectation of the other, or any obligation to the other, to renew this Agreement or extend the term hereof for any period following the expiration of the Term and/or the First Renewal Term, (if applicable) and/or the Second renewal term (if applicable). Neither shall Licensor nor Licensee have any financial or other liability or obligation to the other arising from (i) non renewal, or (ii) early termination of this Agreement according to its terms. It is expressly understood that under no circumstances shall Licensee be entitled, directly or indirectly, to any form of compensation or indemnity from Licensor as a sequence of the termination or expiration of this Agreement, whether as a result of the passage of time or as a result of any other cause of termination referred to in this Agreement. Without limiting the generality of the foregoing, by its execution of the present Agreement, Licensee hereby waives any claim which it has or which it may have in the future against Licensor arising from any alleged goodwill created by Licensee for the benefit of Licensor or from the alleged creation or increase of a market for Licensed Products.

Neither Licensor nor Licensee shall assign or purport to assign their rights or obligations under this agreement, or any part of it, without the prior written consent of Licensee or Licensor (as the case may be).

Neither Licensor nor Licensee will be liable to the other for failure to provide services, non-performance, incomplete performance, delay or error under this Agreement if the cause of the same is beyond its reasonable control or caused by acts of other persons not under control of either party, governmental rules or orders, court orders, any labor or civil disturbance, embargoes, strike, boycott, riot, floods, shortages of materials, insurrection, war, or act of God. Any of these events will delay the required performance for a period equal to the length of the event plus a reasonable time thereafter to implement performance. The parties shall notify each other of an event of excused performance and cooperate in good faith to ascertain a possible solution of the situation.