Application for New Licenses Sample Clauses

Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before Governmental Authorities for the transfer or re-issuance of the Liquor Licenses at the Hotels to Buyer (or Buyer’s nominee) following Closing. Sellers shall cooperate with Buyer in such applications as Buyer may reasonably request. If Buyer elects to engage as its legal counsel in prosecuting any such applications the counsel used by Sellers or any Liquor Licensee in connection with obtaining or maintaining the existing Liquor Licenses, Sellers hereby consent (and, if necessary, shall cause the applicable Liquor Licensee to consent) to Buyer’s engagement of such counsel and shall waive (and cause the applicable Liquor Licensee to waive) any conflict of interest which may arise between such counsel’s representation of Buyer and the prior or current representation of any Seller or any Liquor Licensee.
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Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before the relevant Governmental Authority for the re-issuance of the Liquor License at the Hotel to Buyer or its designee upon or following Closing. No later than five days after the Effective Date, Buyer shall file the Master Business Application and the Liquor Control Board Addendum with the relevant Governmental Authority required to obtain by the Last Closing Date at least the Pre-Approval License, and following such filing shall diligently prosecute such application. Prior to Closing, Seller shall
Sample 1
Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before Governmental Authorities for the re-issuance of the Liquor License at the Hotel to Buyer or its nominee following Closing. Seller shall cooperate with Buyer in such applications as Buyer may reasonably request (but without any obligation on the part of Seller to incur more than $25,000 in out-of-pocket expense or liability in doing so).
Sample 1
Application for New Licenses. Buyer shall be responsible, at its expense, for preparing, filing and prosecuting all applications before the relevant Governmental Authority for the re-issuance of the Liquor License at the Hotel to Buyer or its designee upon or following Closing. No later than five days after the Effective Date, Buyer shall file the Master Business Application and the Liquor Control Board Addendum with the relevant Governmental Authority required to obtain by the Last Closing Date at least the Pre-Approval License, and following such filing shall diligently prosecute such application. Prior to Closing, Seller shall cooperate (and shall cause Hotel Manager to cooperate) with Buyer in such application as Buyer may reasonably request (but without any obligation on the part of Seller to incur out-of-pocket expense or liability in doing so). If Buyer has not been able to obtain the Pre-Approval License by the Last Closing Date, Seller and, so long as Buyer has complied in all material respects with this Section 7.2.1, Buyer shall each have the right to extend the Closing Date to a date no later than 45 days after the Last Closing Date in order for Buyer to continue its efforts to obtain the Pre-Approval License.
Sample 1
Application for New Licenses. Buyer shall be responsible, at its sole cost and expense, for preparing, filing and prosecuting all applications before the MLC for (i) the issuance of a temporary liquor license effective as of the Closing Date, and (ii) the transfer of the Liquor License or issuance of a new liquor license at the Hotel to Buyer or its nominee following Closing in accordance with the Liquor License Agreement. Immediately after November 10, 1998, Buyer may commence and pursue the application process for the issuance of a temporary liquor license and the transfer of the Liquor License or issuance of a new liquor license to Buyer pursuant to applicable MLC requirements. Seller shall cooperate, and shall use reasonable efforts to cause the Liquor Licensee (if other than Seller) to cooperate, with Buyer in such applications as Buyer may reasonably request (but without any obligation on the part of Seller or the Liquor Licensee to incur out-of-pocket expense or liability in doing so) in accordance with the Liquor License Agreement. Buyer shall keep Seller informed as to the status and progress of its applications before the MLC. Buyer shall use its best efforts to obtain a temporary liquor license and transfer of the Liquor License or issuance of a new liquor license and Buyer shall cooperate with Seller in connection therewith. Notwithstanding anything contained in this SECTION 7.6 to the contrary, Seller shall be liable for the payment of any and all of Seller's tax liabilities required to be paid to the Hawaiian tax authorities attributable to the period prior to Closing as a precondition to the transfer of the Liquor License to Buyer or the issuance of a new liquor license to Buyer pursuant to applicable MLC requirements. If no temporary liquor license is issued to Buyer as of the Closing Date, Seller, if it is the Liquor Licensee, shall in good faith negotiate an agreement between Buyer and Seller whereby the activities for which a liquor license may be required under applicable MLC requirements at the Hotel may be conducted by Seller (to the extent permissible); provided, however, (i) such arrangement shall be at no cost to Seller and (ii) Buyer shall indemnify defend and hold harmless Seller Parties from and against Claims arising from such arrangement and the sale of alcoholic beverages at the Hotel.
Sample 1

Related to Application for New Licenses

  • New Application for Licensure Any time after the three-month period has lapsed from the Effective Date of this Agreement and Respondent has paid the Administrative Penalty set forth in Section III, Paragraph 1 of this Order, Respondent may apply for a new mortgage loan originator license or, as applicable, petition for the reinstatement of an MLO Activity Endorsement in any or all of the Participating States with the understanding that each State Mortgage Regulator reserves the rights to fully investigate such application for licensure or petition for reinstatement of an MLO Activity Endorsement and may either approve or deny such application or petition pursuant to the normal process for such licensing or endorsement investigations. No license application or petition described in this paragraph will be denied solely based on the facts, circumstances, or consensual resolution provided for in this Agreement. Respondent further agrees that Respondent must satisfy the Administrative Penalty provision prior to submitting an application for a new mortgage loan originator license or, as applicable, petition for the reinstatement of an MLO Activity Endorsement.

  • Patents, Trademarks, Copyrights, Licenses, Etc Each Loan Party and each Subsidiary of each Loan Party owns or possesses all the material patents, trademarks, service marks, trade names, copyrights, licenses, registrations, franchises, permits and rights necessary to own and operate its properties and to carry on its business as presently conducted and planned to be conducted by such Loan Party or Subsidiary, without known possible, alleged or actual conflict with the rights of others.

  • Grant of License to Use Intellectual Property Without limiting the provisions of Section 3.01 hereof or any other rights of the Collateral Agent as the holder of a Security Interest in any IP Collateral, for the purpose of enabling the Collateral Agent to exercise rights and remedies under this Agreement at such time as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor hereby grants to the Collateral Agent, for the benefit of the Secured Parties, an irrevocable, nonexclusive license (exercisable without payment of royalty or other compensation to the Grantors) to use, license or sublicense any of the IP Collateral now owned or hereafter acquired by such Grantor, and wherever the same may be located (whether or not any license agreement by and between any Grantor and any other Person relating to the use of such IP Collateral may be terminated hereafter), and including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout thereof, provided, however, that any such license granted by the Collateral Agent to a third party shall include reasonable and customary terms necessary to preserve the existence, validity and value of the affected IP Collateral, including without limitation, provisions requiring the continuing confidential handling of trade secrets, requiring the use of appropriate notices and prohibiting the use of false notices, protecting and maintaining the quality standards of the Trademarks in the manner set forth below (it being understood and agreed that, without limiting any other rights and remedies of the Collateral Agent under this Agreement, any other Loan Document or applicable Law, nothing in the foregoing license grant shall be construed as granting the Collateral Agent rights in and to such IP Collateral above and beyond (x) the rights to such IP Collateral that each Grantor has reserved for itself and (y) in the case of IP Collateral that is licensed to any such Grantor by a third party, the extent to which such Grantor has the right to grant a sublicense to such IP Collateral hereunder). The use of such license by the Collateral Agent may only be exercised, at the option of the Collateral Agent, during the continuation of an Event of Default; provided that any license, sublicense or other transaction entered into by the Collateral Agent in accordance herewith shall immediately terminate at such time as the Collateral Agent is no longer lawfully entitled to exercise its rights and remedies under this Agreement. Nothing in this Section 4.01 shall require a Grantor to grant any license that is prohibited by any rule of law, statute or regulation, or is prohibited by, or constitutes a breach or default under or results in the termination of any contract, license, agreement, instrument or other document evidencing, giving rise to or theretofore granted, with respect to such property or otherwise unreasonably prejudices the value thereof to the relevant Grantor. In the event the license set forth in this Section 4.01 is exercised with regard to any Trademarks, then the following shall apply: (i) all goodwill arising from any licensed or sublicensed use of any Trademark shall inure to the benefit of the Grantor; (ii) the licensed or sublicensed Trademarks shall only be used in association with goods or services of a quality and nature consistent with the quality and reputation with which such Trademarks were associated when used by Grantor prior to the exercise of the license rights set forth herein; and (iii) at the Grantor’s request and expense, licensees and sublicensees shall provide reasonable cooperation in any effort by the Grantor to maintain the registration or otherwise secure the ongoing validity and effectiveness of such licensed Trademarks, including, without limitation the actions and conduct described in Section 4.02 below.

  • Application of Agreement If the Company has secured work outside of the County of Cumberland, an employee whom normally works within the County of Cumberland: i) Will be paid at the rates outlined in this agreement if specifically requested by the Company to work on that site. ii) May be offered work at that location at the rates that apply for that area and if applicable, taking into account clause 27, Distant Work. iii) May determine that redundancy would be more appropriate. Where there is any inconsistency between this Agreement and the Parent Award, the Agreement shall prevail to the extent of the inconsistency.

  • Maintenance of Patents, Trademarks, Etc Each Loan Party shall, and shall cause each of its Subsidiaries to, maintain in full force and effect all patents, trademarks, service marks, trade names, copyrights, licenses, franchises, permits and other authorizations necessary for the ownership and operation of its properties and business if the failure so to maintain the same would constitute a Material Adverse Change.

  • Maintenance of Licenses The Owner Trustee will obtain and maintain any licenses that the Administrator informs the Owner Trustee are required to be obtained or maintained by the Owner Trustee under the laws of any State in connection with the Owner Trustee’s duties and obligations under the Transaction Documents.

  • NOTICE AND ASSISTANCE REGARDING PATENT AND COPYRIGHT INFRINGEMENT The provisions of this clause shall be applicable only if the amount of this Agreement exceeds $100,000. (a) The Contractor shall report to the Government through BSA promptly and in reasonable written detail, each notice or claim of patent or copyright infringement based on the performance of this Agreement of which the Contractor has knowledge. (b) In the event of any claim or suit against the Government on account of any alleged patent or copyright infringement arising out of the performance of this Agreement or out of the use of any supplies furnished or work or services performed hereunder, the Contractor shall furnish to the Government when requested by the Government or BSA, all evidence and information in possession of the Contractor pertaining to such suit or claim. Such evidence and information shall be furnished at the expense of the Government except where the Contractor has agreed to indemnify the Government or BSA. (c) This clause shall be included in all subcontracts.

  • Copyrights, Patents, Trademarks and Licenses, etc The Company and each Subsidiary own or are licensed or otherwise have the right to use all of the material patents, trademarks, service marks, trade names, copyrights, contractual franchises, authorizations and other rights that are reasonably necessary for the operation of their respective businesses, without material conflict with the rights of any other Person. To the best knowledge of the Company, no slogan or other advertising device, product, process, method, substance, part or other material now employed, or now contemplated to be employed, by the Company or any Subsidiary infringes upon any rights held by any other Person. Except as specifically disclosed in Schedule 6.5, no claim or litigation regarding any of the foregoing is pending or, to the knowledge of the Company, threatened, and no patent, invention, device, application, principle or any statute, law, rule, regulation, standard or code is pending or, to the knowledge of the Company, proposed, which, in either case, would reasonably be expected to have a Material Adverse Effect.

  • Patents, Trademarks, Copyrights and Licenses All patents, patent applications, trademarks, trademark applications, service marks, service xxxx applications, copyrights, copyright applications, design rights, tradenames, assumed names, trade secrets and licenses owned or utilized by any Borrower are set forth on Schedule 5.9, are valid and have been duly registered or filed with all appropriate Governmental Bodies and constitute all of the intellectual property rights which are necessary for the operation of its business; there is no objection to or pending challenge to the validity of any such patent, trademark, copyright, design rights, tradename, trade secret or license and no Borrower is aware of any grounds for any challenge, except as set forth in Schedule 5.9 hereto. Each patent, patent application, patent license, trademark, trademark application, trademark license, service xxxx, service xxxx application, service xxxx license, design rights, copyright, copyright application and copyright license owned or held by any Borrower and all trade secrets used by any Borrower consist of original material or property developed by such Borrower or was lawfully acquired by such Borrower from the proper and lawful owner thereof. Each of such items has been maintained so as to preserve the value thereof from the date of creation or acquisition thereof. With respect to all software used by any Borrower, such Borrower is in possession of all source and object codes related to each piece of software or is the beneficiary of a source code escrow agreement, each such source code escrow agreement being listed on Schedule 5.9 hereto.

  • Scope of License You are only permitted to use the Software on supported Apple mobile or hardware devices that you own or control as permitted by the Usage Rules set forth in the App Store Terms of Service.

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