Authorized Materials definition

Authorized Materials means individually and collectively, Authorized Recordings, Authorized Artwork, associated metadata and any Preview Clips and all other artistic and literary materials delivered to Company under this Agreement pursuant to paragraph 12 below **** for use in connection with the Services, together with Authorized Ancillary Materials. For the avoidance of doubt, Local Files may include sound recordings owned or controlled by Label, but shall not be considered Authorized Materials for the purposes of this Agreement.
Authorized Materials means: (i) those written or recorded materials provided by the Franchisor to the Representative for purposes of soliciting prospective Franchisees, including the FOC, Franchise Agreement and exhibits, brochures and applications; (ii) written or recorded materials prepared by the Representative upon the specific written request of, or that have previously been approved in writing by the Franchisor; and (iii) general written correspondence prepared by the Representative that is based upon, and not inconsistent with (i) or (ii) above, nor inconsistent with policies and procedures of the Franchisor stated in this Agreement and otherwise in writing by the Franchisor. No materials are considered Authorized Materials if the Franchisor has notified the Representative (or the Representative is otherwise aware) that the materials are no longer Authorized Materials; the materials are not current or are misleading and the Franchisor has notified the Representative (or the Representative is otherwise aware) that the materials are no longer correct or are misleading; or the materials later become inconsistent with facts, policies or procedures the Franchisor states in writing to the Representative. The Representative will make no representations that would not, if written, be Authorized Materials.
Authorized Materials means: (i) those written or recorded materials provided by the Franchisor to the Master Franchisee for purposes of soliciting prospective Franchisees, including the Franchise Agreement and exhibits, brochures and applications; (ii) written or recorded materials prepared by the Master Franchisee upon the specific written request of, or which have previously been 43 approved in writing by Franchisor; and (iii) general written correspondence prepared by the Master Franchisee which is based upon, and not inconsistent with (i) or (ii) above, nor inconsistent with policies and procedures of the Franchisor specified in this Agreement and otherwise set forth in writing by the Franchisor from time to time. No materials shall be considered Authorized Materials if the Franchisor has notified the Master Franchisee (or the Master Franchisee is otherwise aware) that such materials are no longer Authorized Materials; such materials are not current or are misleading and the Franchisor has notified the Master Franchisee (or the Master Franchisee is otherwise aware) that such materials are no longer correct or are misleading; or such materials subsequently become inconsistent with facts, policies or procedures the Franchisor specifies in writing to the Representative. The Master Franchisee shall make no representations which would not, if written, constitute Authorized Materials. The Representative shall be responsible for the translation of the Authorized Materials into the appropriate language.

Examples of Authorized Materials in a sentence

  • Any proposed modifications to the Authorized Materials must be approved in writing in advance by Capital One.

  • In the event that Licensor requires Authorized Users to agree to terms relating to the use of the Licensed Materials before permitting Authorized Users to gain access to the Licensed Materials (commonly referred to as "click-through" licenses), or otherwise attempts to impose such terms on Authorized Users through mere use or viewing of the Authorized Materials, Licensor shall provide Licensee with notice of and an opportunity to comment on such terms prior to their implementation.

  • You will make no modifications to the Issuer Authorized Materials except as are expressly approved by Serverside.

  • For the avoidance of doubt, the Grant of Rights hereunder shall not authorize access to Authorized Materials by End Users in commercial premises or other non-private settings, and Company shall monitor for suspicious activity in respect of the same and enforce the terms of its end user terms of use.

  • Notwithstanding the foregoing and at all times subject to Paragraph 6, Company acknowledges that certain Authorized Materials may only be eligible for exploitation via the Services in one or more parts of the Territory and the territorial eligibility for each such title will be determined by Label (in relation to SME Materials) or Orchard (in relation to Orchard Materials) on a title-by-title basis (via metadata) for each item of Authorized Materials.

  • During the ****, and (y) all Authorized Materials **** made available via the Service shall **** (such Authorized Materials are sometimes referred to herein as ****), as Label shall direct.

  • For the avoidance of doubt, Label’s takedown right under this sub-paragraph 9(a)(5) shall not apply in the case of any application branded solely with Company Branding that is created by a third party at the specific request of Company, provided always that access to and use of Authorized Materials via such application remains compliant with the terms and conditions of this Agreement.

  • Label (in relation to SME Materials) or Orchard (in relation to Orchard Materials) shall communicate to Company territorial eligibility for each item of Authorized Materials in a machine-readable form as part of the corresponding Content File.

  • The provisions of Paragraphs 11(b) and (c) relating to Server Security Breaches and Stream Security Breaches shall continue to apply in respect of access to and use of Authorized Materials via any API or SDK.

  • Except as otherwise provided herein, Label hereby reserves all rights in and to the Authorized Materials and all other materials owned or controlled by Label.