Resolution by Licensor Clause Samples

The 'Resolution by Licensor' clause grants the licensor the authority to resolve disputes, ambiguities, or issues that arise under the agreement. In practice, this means that if there is uncertainty or disagreement about the interpretation of certain terms or the performance of obligations, the licensor has the final say in determining how these matters are settled. This clause is typically used to streamline decision-making and avoid prolonged disputes, ensuring that the licensor retains control and that the agreement can continue to function smoothly without external intervention.
Resolution by Licensor. Licensor will have exclusive control over the resolution of any IP Allegation, including all negotiations, proceedings, defense and settlement, including the right to agree to an injunction against further use of any Licensed ▇▇▇▇ at issue or to otherwise settle such IP Allegation, provided that no such settlement, consent judgment, or other voluntary final disposition will require any payment by Licensee without Licensee’s prior written consent. When possible under the circumstances, before agreeing to a settlement, consent judgment, or other voluntary final disposition, Licensor shall advise Licensee regarding any part of such proposed disposition which affects or may reasonably be expected to affect Licensee’s use of any Licensed ▇▇▇▇, and shall consider in good faith any alternative terms proposed by Licensee to preserve Licensee’s right to continue to use the Licensed Marks pursuant to this Agreement without interruption.