Restrictions on Licensee. Licensee agrees and covenants as follows:
Restrictions on Licensee. During the Term, Licensee or any of its Affiliates shall not use any software that is competitive with the Licensed Technology; provided that nothing shall preclude Licensee from utilizing any other technology in conjunction with the Licensed Technology so long as Licensee continues to pay to Licensor the Fees payable pursuant to Section 5. In the event that Licensee elects not to request that Licensor modify the Licensed Software for use in connection with Wagering on FOURS, Licensor shall not be entitled to any fees with respect to Wagering on FOURS, and Licensee, with respect to FOURS, shall not be subject to any of the foregoing restrictions.
Restrictions on Licensee. In taking the ■ ■ ■ ■ ■ ■ ■ ■ , ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ :
Restrictions on Licensee. Some of these restrictions may be relaxed if appropriate. However, ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■
Restrictions on Licensee. (a) Licensee shall not enter into a licensing agreement or any similar arrangement where the Licensee or any of Licensee’s owners, employees, or affiliates are permitted to profit from, market, or sell any products related to or similar to the Products, or any other intellectual property or product of UCANN, except for as expressly authorized by this Agreement or by UCANN in writing. If Licensee enters into a licensing agreement or any agreement similar to this Agreement with a permitted entity pursuant to this Section 2.3(a), the terms of any such agreement shall be no more favorable to such permitted entity than the terms of any agreement between UCANN and Licensee.
Restrictions on Licensee. Subject to clauses 9.3 and 9.4, the Licensee agrees:
Restrictions on Licensee. To the extent not otherwise prohibited by law, Licensee will not directly or indirectly for the term of this Agreement, (a) promote, market, distribute or sell the Products outside the Field; (b) actively or passively sell the Products outside the Territory, (c) sell or distribute the Products to any Third Party whom Licensee has reasonable grounds to believe is likely to sell outside the Field or export the Products outside the Territory. If any person sells, markets or exports the Products sold to it by Licensee contrary to the above restrictions, Licensee will make Best Efforts to take actions within its legal rights and powers to cause such persons to cease such sale, marketing or exportation. For purposes of the foregoing restrictions, (1) “actively sell” in a territory means engaging in advertising, marketing or promotion specifically aimed to such territory or establishing any branch or distribution operations for the purpose of distributing Products in such territory and (2) “passively sell” means responding to unsolicited customer orders while not engaging in any advertising, marketing or promotion.
Restrictions on Licensee. The Licensee agrees that he will not:
Restrictions on Licensee. All representations of the Xxxxxx Xxxxx that Primo intends to use shall be submitted to Lazare for approval of the * Certain portions of this Agreement have been omitted pursuant to a request for confidential treatment. CONFIDENTIAL Presentation prior to use, or shall be exact copies of those provided by Lazare and used in a manner either identical to or substantially similar to a manner previously approved by Lazare. Primo shall strictly comply with all guidelines, if any, communicated by Lazare concerning the use of the Xxxxxx Xxxxx. Primo shall not alter or remove any trademarks, service marks, trade names or other marks affixed to the Products by Lazare, nor affix the Xxxxxx Xxxxx to any items except those approved by Lazare in writing. Except as set forth in this Article 1, nothing contained in this Agreement shall grant or shall be deemed to grant to Primo any right, title or interest in or to the Xxxxxx Xxxxx. All uses of the Xxxxxx Xxxxx shall inure solely to the benefit of Lazare, and Primo shall obtain no rights with respect to any of the Xxxxxx Xxxxx, other than as set forth herein, and Primo hereby irrevocably assigns to Lazare all right, title and interest held by Primo, if any, in or to any of the Xxxxxx Xxxxx, other than those granted to Primo herein, to Lazare. At no time during or after the term of this Agreement shall Primo challenge or assist others in challenging the intellectual property of Lazare (except to the extent expressly entitled by applicable law) or the registration thereof, or attempt to register any trademarks, service marks, or marks or trade names confusingly similar to the Xxxxxx Xxxxx.
