Certain License Agreements Sample Clauses

Certain License Agreements. Between the date of this Agreement and the Closing Date, (a) Parent will cause Xxxxx Systems, Inc. and QSSC to execute that certain Software and Patent License Agreement providing for a worldwide, fully paid, royalty free, irrevocable, sublicensable, transferable and assignable right and license to the Intellectual Property Rights in the patents owned by Xxxxx Systems, Inc. with the right to sublicense and (b) Parent and QSSC will not amend or terminate that certain License Agreement entered into by them on the date of this Agreement.
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Certain License Agreements. With respect to the License Agreement with Briefly Stated and the License Agreement with Fun-4-All Corporation set forth on Exhibit A (the "Unmodified License Agreements"), with respect to additional products that incorporate the Reserved Property, Purchaser, and its successors, assigns and heirs, shall approve only those additional products within the scope of the definition of Licensed Articles (as that term is defined in the Unmodified License Agreements) under the Unmodified License Agreements which are consistent with IPET's practices prior to January 19, 2001 with respect to approving Licensed Articles which meet uniform standards of good taste, high quality, style, construction and appearance and not approving those products that would tarnish, or damage the reputation of, the Xxxx.xxx trademark or logo. XxxxXxxx.xxx, Inc., a Delaware corporation, shall be a third party beneficiary of the provisions of this Section 1(d). (e) Fun-4-All Agreement. IPET and the Hakan Entities acknowledge and agree that Fun-4-All Corporation is in breach of its License Agreement with IPET. Notwithstanding the assignment of the Fun-4-All License Agreement to Purchaser, IPET reserves the right to bring legal action against Fun-4-All in order to collect payment for amounts due under the Fun-4-All License Agreement for time periods prior to September 1, 2001. The Hakan Entities agree to cooperate with IPET with respect to any such action that may be brought by IPET against Fun-4-All and agree to take those actions which are necessary for IPET to properly be a party to a lawsuit against Fun-4-All. IPET acknowledges that, in accordance with the terms of the Exclusive Representation Agreement between IPET and Xxxxx P Hakan and Associates, Xxxxx P Hakan and Associates is entitled to receive a portion of any amounts recovered from Fun-4-All. (f)
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Certain License Agreements. Wixx xxxxxct to the License Agreement with Briefly Stated and the License Agreement with Fun-4-All Corporation set forth on Exhibit A (the "Unmodified License Agreements"), with respect to additional products that incorporate the Reserved Property, Purchaser, and its successors, assigns and heirs, shall approve only those additional products within the scope of the definition of Licensed Articles (as that term is defined in the Unmodified License Agreements) under the Unmodified License Agreements which are consistent with IPET's practices prior to January 19, 2001 with respect to approving Licensed Articles which meet uniform standards of good taste, high quality, style, construction and appearance and not approving those products that would tarnish, or damage the reputation of, the Pets.com trademark or logo. PetsMart.com, Inc., a Delaware corporation, xxxxx be a third party benxxxxxxxx xx the provisions of this Section 1(d).
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Certain License Agreements. Within 60 days after the Closing Date, the parties agree to negotiate in good faith and use commercially reasonable efforts to: (a) amend the license agreements set forth as the eighth and ninth bullets, as amended, on Section 3.12(xii) of the Seller Disclosure Schedule (the “License Agreements”), such that in no event shall any such License Agreements purport to bind any of the Company and its Subsidiaries or otherwise apply to any of their brands, trademarks, logos, service marks, trade names, or any goodwill associated therewith (collectively, the “Applicable Company Brands”) (it being understood that the Company and its Subsidiaries shall have no rights or obligations thereunder), and (b) cause the counterparties to such License Agreements to enter into separate license agreements with the Company and its Subsidiaries whereby the Applicable Company Brands will be licensed to such counterparties as otherwise provided in the applicable License Agreements. Until the earlier of (x) expiration of the term of the License Agreements and (y) the separation of the License Agreements pursuant to the foregoing sentence, the Company and its Subsidiaries shall continue to abide by the terms of such Licenses Agreements to the extent such terms relate to the Applicable Company Brands and Seller shall, within ten (10) days of receipt of any royalties under the License Agreements with respect to any of the Applicable Company Brands (for the period beginning on the Closing Date), remit such royalty amounts to the Company and its Subsidiaries.”
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Related to Certain License Agreements

  • License Agreements (a) Each Borrower and Guarantor shall (i) promptly and faithfully observe and perform all of the material terms, covenants, conditions and provisions of the material License Agreements to which it is a party to be observed and performed by it, at the times set forth therein, if any, (ii) not do, permit, suffer or refrain from doing anything that could reasonably be expected to result in a default under or breach of any of the terms of any material License Agreement, (iii) not cancel, surrender, modify, amend, waive or release any material License Agreement in any material respect or any term, provision or right of the licensee thereunder in any material respect, or consent to or permit to occur any of the foregoing; except, that, subject to Section 9.19(b) below, such Borrower or Guarantor may cancel, surrender or release any material License Agreement in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor (as the case may be) shall give Agent not less than thirty (30) days prior written notice of its intention to so cancel, surrender and release any such material License Agreement, (iv) give Agent prompt written notice of any material License Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may request, (v) give Agent prompt written notice of any material breach of any obligation, or any default, by any party under any material License Agreement, and deliver to Agent (promptly upon the receipt thereof by such Borrower or Guarantor in the case of a notice to such Borrower or Guarantor and concurrently with the sending thereof in the case of a notice from such Borrower or Guarantor) a copy of each notice of default and every other notice and other communication received or delivered by such Borrower or Guarantor in connection with any material License Agreement which relates to the right of such Borrower or Guarantor to continue to use the property subject to such License Agreement, and (vi) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the material terms, covenants or provisions of any material License Agreement.

  • Sublicense Agreements Sublicenses shall only be granted pursuant to written agreements, which shall be in compliance and not inconsistent with and shall be subject and subordinate to the terms and conditions of this Agreement (each, a "Sublicense Agreement"). Each such sublicense agreement shall contain, among other things, provisions to the following effect:

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • Trademark License Agreement Buyer shall have executed and delivered to Sellers the Trademark License Agreement.

  • PATENT LICENSE AGREEMENT EXCLUSIVE PHS and Licensee agree as follows:

  • Termination of License Agreement Without limiting the generality of the foregoing, in the event that the License Agreement is terminated in accordance with its terms, this Agreement, including without limitation any Purchase Order(s) or Project Work Orders then-in-effect, shall automatically terminate in its entirety as of the effective date of termination of the License Agreement.

  • Software License Agreement 1) Customers acquiring software licenses under the Contract shall hold, use and operate such software subject to compliance with the Software License Agreement set forth in Appendix D of this Contract. No changes to the Software License Agreement terms and conditions may be made unless previously agreed to between Vendor and DIR. Customers may not add, delete or alter any of the language in Appendix D; provided however, that a Customer and Vendor may agree to additional terms and conditions that do not diminish a term or condition in the Software License Agreement, or in any manner lessen the rights or protections of Customer or the responsibilities or liabilities of Vendor. Order Fulfiller shall make the Software License Agreement terms and conditions available to all Customers at all times.

  • Certain Agreements Without the prior written consent of the Administrator and the Majority Purchaser Agents, the Seller will not amend, modify, waive, revoke or terminate any Transaction Document to which it is a party or any provision of the Seller’s organizational documents which requires the consent of the “Independent Manager”.

  • Third-Party Agreements and Rights The Executive hereby confirms that the Executive is not bound by the terms of any agreement with any previous employer or other party which restricts in any way the Executive’s use or disclosure of information or the Executive’s engagement in any business. The Executive represents to the Company that the Executive’s execution of this Agreement, the Executive’s employment with the Company and the performance of the Executive’s proposed duties for the Company will not violate any obligations the Executive may have to any such previous employer or other party. In the Executive’s work for the Company, the Executive will not disclose or make use of any information in violation of any agreements with or rights of any such previous employer or other party, and the Executive will not bring to the premises of the Company any copies or other tangible embodiments of non-public information belonging to or obtained from any such previous employment or other party.

  • Third Party Agreements Nothing in this Section 5.3 shall require any Party to violate any Contract or arrangement with any Third Party regarding the confidentiality of confidential and proprietary information relating to that Third Party or its business; provided, however, that in the event that a Party is required under this Section 5.3 to disclose any such information, such Party shall use commercially reasonable efforts to seek to obtain such Third Party’s consent to the disclosure of such information. The Parties also acknowledge that the Other Parties’ Auditors are subject to contractual, legal, professional and regulatory requirements which such auditors are responsible for complying with.

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