Outstanding Licenses Sample Clauses

Outstanding Licenses. To Seller's Knowledge and except as disclosed in its Due Diligence Postings or made in the Ordinary Course of Business of Seller, there are no outstanding options, licenses, or agreements of any kind relating to the Intellectual Property, nor is Seller bound by or a party to any options, licenses or agreements of any kind with respect to Intellectual Property of any other person or entity.
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Outstanding Licenses. Purchaser acknowledges that the Acquired Assets have previously been licensed for exploitation in various territories of the world and that certain of these licenses remain outstanding. Seller represents and warrants that, except for the Outstanding Licenses identified at Schedule 1.3, there are no licenses or other grants of rights for any Films in any media in any territory. Seller further represents that Seller has not entered into any licenses relating to the Acquired Assets subsequent to the licenses set forth in Schedule 1.3 and Seller shall not enter into any licenses from and after the date hereof.
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Outstanding Licenses. All outstanding contracts, licenses, agreements, liens and encumbrances with respect to the Films that would adversely limit or restrict any of Purchaser's rights hereunder have been set forth in Schedule 1.3 and true copies have been provided to Purchaser. No such contract, agreement or license, including the applicable expiration dates, have been modified, amended or extended as of the date hereof nor shall they be modified, amended or extended by Seller thereafter.
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Outstanding Licenses. KMP acknowledges that the Pictures are subject to the outstanding licenses and distribution agreements specifically identified on EXHIBIT B. As and when such outstanding licenses and agreements expire or terminate, all such rights shall be subject to this agreement and KMP's rights hereunder. Excepting only the accounts receivable specifically identified on Schedule C, KMP shall have the right to receive all monies, license fees, royalties, participations, and any and all other revenue sources in connection with or related to such outstanding licenses and distribution agreements. KMP shall be obligated, during the Term, to service all such licenses and agreements set forth in EXHIBIT B (as well as any new licenses entered into after the Closing Date) and to fulfill all of Comment's performance obligations to third parties undertaken by KMP in writing in the Definitive Agreements, but except as specifically provided for herein, KMP shall not be responsible for any existing indebtedness of Comment. Any costs incurred by KMP shall be recoupable distribution expenses to the extent so provided in each respective agreement. KMP agrees not to enter into any licenses that will conflict with any licenses previously entered into by Comment, unless KMP has settled such licenses in accordance with Paragraph 6 below.
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Related to Outstanding Licenses

  • Outstanding Obligations Borrower shall have no obligations as of the date of this Agreement except those approved by HUD in writing and, except for those approved obligations, the Land has been paid for in full (or if the Land is subject to a leasehold interest, it must be subject to a HUD-approved lease), and is free from any liens or purchase money obligations, except as approved by HUD. As of the date hereof, all contractual obligations relating to the Project have been fully disclosed to HUD.

  • Outstanding Shares On the Closing Date, Pubco will have no more than 7,669,521 shares of Pubco Common Stock issued and outstanding immediately prior to the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement and will have no more than 43,767,021 shares Pubco Common Stock and 3,048,750 Pubco Warrants issued and outstanding immediately after the issuance of the Pubco Shares and the Pubco Warrants as contemplated by this Agreement.

  • Outstanding Stock All issued and outstanding shares of capital stock and equity interests in the Company have been duly authorized and validly issued and are fully paid and non-assessable.

  • Outstanding Letters of Credit On the effective date of such increase, each Increasing Lender and each New Lender (i) will be deemed to have purchased a participation in each then outstanding Letter of Credit equal to its Ratable Share of such Letter of Credit and the participation of each other Lender in such Letter of Credit shall be adjusted accordingly and (ii) will acquire (and will pay to the Administrative Agent, for the account of each Lender, in immediately available funds, an amount equal to) its Ratable Share of all outstanding Participation Advances.

  • Outstanding Debt CONTRACTOR shall have no outstanding debt with COUNTY, or shall be in the process of resolving outstanding debt to ADMINISTRATOR’s satisfaction, prior to entering into and during the term of this Agreement.

  • Outstanding Notes The Notes outstanding at any time are all the Notes authenticated by the Trustee except for those canceled by it, those delivered to it for cancellation, those reductions in the interest in a Global Note effected by the Trustee in accordance with the provisions hereof, and those described in this Section 2.08 as not outstanding. Except as set forth in Section 2.09 hereof, a Note does not cease to be outstanding because the Company or an Affiliate of the Company holds the Note; however, Notes held by the Company or a Subsidiary of the Company shall not be deemed to be outstanding for purposes of Section 3.07(a) hereof. If a Note is replaced pursuant to Section 2.07 hereof, it ceases to be outstanding unless the Trustee receives proof satisfactory to it that the replaced Note is held by a protected purchaser. If the principal amount of any Note is considered paid under Section 4.01 hereof, it ceases to be outstanding and interest on it ceases to accrue. If the Paying Agent (other than the Company, a Subsidiary or an Affiliate of any thereof) holds, on a redemption date or maturity date, money sufficient to pay Notes payable on that date, then on and after that date such Notes will be deemed to be no longer outstanding and will cease to accrue interest.

  • Outstanding Fees Termination shall not relieve Client of the obligation to pay JAGGAER the fees agreed in the Order Form unless (i) Client terminates the Agreement in accordance with Section 5.3 above, in which case Client shall be entitled to a prorated refund of any pre-paid Subscription fees for the remaining number of months left in the Subscription Term following the effective date of termination or (ii) the Agreement is terminated in accordance with Section 6.1 or 7.1.

  • Outstanding Securities All issued and outstanding securities of the Company issued prior to the transactions contemplated by this Agreement have been duly authorized and validly issued and are fully paid and non-assessable; the holders thereof have no rights of rescission with respect thereto, and are not subject to personal liability by reason of being such holders; and none of such securities was issued in violation of the preemptive rights of any holders of any security of the Company or similar contractual rights granted by the Company. The authorized and outstanding securities of the Company conform in all material respects to all statements relating thereto contained in the Registration Statement, the Sale Preliminary Prospectus and the Prospectus. All offers and sales and any transfers of the outstanding securities of the Company were at all relevant times either registered under the Act and the applicable state securities or Blue Sky laws or, based in part on the representations and warranties of the purchasers of such securities, exempt from such registration requirements.

  • Outstanding Warrants The Warrants outstanding at any time are all Warrants evidenced on all Warrant Certificates authenticated by the Warrant Agent except for those canceled by it and those delivered to it for cancellation. A Warrant ceases to be outstanding if the Company or an Affiliate of the Company holds the Warrant. If a Warrant Certificate is replaced pursuant to Section 2.06, the Warrants evidenced thereby cease to be outstanding unless the Warrant Agent and the Company receive proof satisfactory to them that the replaced Warrant Certificate is held by a bona fide purchaser.

  • Outstanding With respect to the Loans, the aggregate unpaid principal thereof as of any date of determination.

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