Appointment of Licensee. Verity appoints Licensee as a Verity(R) OEM ----------------------- and, subject to the terms and conditions of this Agreement, grants to Licensee certain rights to the Software during the term of the Agreement, as set forth below. The parties acknowledge that the Software may contain software licensed by Verity from third parties (the "Verity Licensors"). Accordingly, as a condition of this Agreement, Licensee will be required to execute the Third Party Licensor Addenda, if any, noted on Exhibit X. Xxxxxx reserves all rights --------- not expressly granted hereunder.
Appointment of Licensee. 3.1 Licensor appoints the Licensee as its exclusive Licensee to sell and or manufacture the Product in the Territories and for use in th Field in accordance with this Agreement.
3.2 Licensor may not, either directly or indirectly appoint or permit the appointment of any other person or entity to act as a Licensee of the Product in the Territories while this Agreement continues.
Appointment of Licensee. Subject to the terms and conditions set out in this Agreement, the Licensor or its Designee shall by itself or through its Designee supply and sell to the Licensee, and the Licensee shall purchase on an exclusive basis from the Licensor or its Designee, the API during the Term. Unless otherwise provided in this Agreement, the Licensee acknowledges and agrees that all such API are provided on an “as is ” basis and without any representations and warranties, express or implied, at law or in equity, from the Licensor or its Designee with respect to the API including relating to merchantability or fitness for any particular use or purpose. FORECASTS AND ORDERS The Licensee shall submit to the Licensor in good faith, an estimated rolling twelve (12) months' twenty-four (24) month’s forecast (“Rolling Forecast”) of the quantity of the API on or before the first (1st) Business Day of every Calendar Quarter. The first three (3) monthly forecast will be binding upon the Licensee and may not be changed without written consent of the Licensor. The Licensee shall issue purchase orders (each, an “Order”) at least five (5) months prior to the requested date of delivery, which may be submitted via mail, fax or electronic mail;. The quantities of the API, Licensor shall supply and the Licensee shall purchase pursuant to such Rolling Forecast, may vary in the event that Licensor or its dDesignee is not in a position to execute such Order due to Force Majeure, (for example the Producer fails to obtain sufficient raw materials fordue to the Force Majeure events). The Licensor is obliged to make a decision on whether to accept the Order within fourteen (14) days after receipt of itsuch Order. An Order shall be deemed accepted by the Licensor if no rejection notice is provided to the Licensee by the Licensor within the above period. The Licensor hereby undertakes to deliver the API in compliance with the Delivery dDate set forth in the Order. In the event that the Licensor does not supply an accepted Order (for any reason other than as a result of Force Majeure as stipulated in this Agreement and/or any other reason which is not due to Licensor liability) within 30 days from the delivery date indicated in the Order, expect that the Licensor may not supply an accepted Order within the applicable Delivery Date, the Licensor shall promptly notify the Licensee thereof and the Parties then would cooperatediscuss in good faith the possible resolution of such delayand Licensor shall ...
Appointment of Licensee. 2.1 In consideration of the sum of £11 and the undertakings given by Member Society in this Agreement, The Arts Society hereby appoints Member Society as its non- exclusive licensee to use the Names and the Logos in the Territory on the terms of this Agreement provided that such use is not misleading and does not impose or create any liability on The Arts Society.
2.2 This licence is not assignable nor can it be sub-licensed, save as set out in clause 3.4.
Appointment of Licensee. Verity appoints Licensee as a Search'97Tm OEM and, subject to the terms and conditions of this Agreement, grants to Licensee certain rights to the Software during the term of the Agreement, as set forth below. The parties acknowledge that the Software may contain software licensed by Verity from third parties (the "Verity Licensors. Verity reserves all rights not expressly granted hereunder.
Appointment of Licensee. 1.1 pH Solutions hereby appoints Licensee, which accepts, for the term and at the conditions provided in this Agreement, as its exclusive Licensee of the products produced or supplied by pH Solutions as defined in SCHEDULE I (hereinafter referred to as the "Products") in the territory as defined in SCHEDULE 2 (hereinafter referred to as the "Territory"). Exclusivity is therefore, specific only to those product applications, projects and/or territories as defined therein.
1.2 It is agreed that in the event pH Solutions would discontinue the manufacturing and/or supply of any of the Products, this Agreement will be automatically terminated relative to the terminated products without prior notice nor payment of an indemnity, in its entirety, or as far as the Products that pH Solutions ceases to manufacture or supply are concerned. Notwithstanding the above, should pH Solutions determine to discontinue a product, pH Solutions will notify the Licensee not less than 120 days in advance of the formal production date to enable the Licensee to place fmal orders. In addition, upon such notification, pH Solutions will enter into a good faith negotiation with the Licensee, if necessary to reach an agreement for a manufacturing license to allow the continued production of the product for or by the Licensee. The same is agreed in the event pH Solutions, as well as its subsidiaries or affiliated companies, would discontinue the manufacture or supply of the Products.
Appointment of Licensee. Both Parties confirm and acknowledge that Licensor is the owner of Licensed Products in the Territory and thus lawfully owns all and any titles, rights, powers, licenses and interests of or in relation to Licensed Products in the Territory. Licensor hereby appoints Licensee as its Licensee with exclusive rights for the importation and purchase of the API (“API Supply Relationship”) as well as the manufacturing, marketing, market management (including but not limited to activities relating to regulatory affairs, product quality assurance (including complaint handlings, etc.) and pharmacovigilance, promotion, distribution and sale of the Licensed Products for the Field of Use in the Territory during the Term (“Licensed Product Rights”) and Licensee hereby agrees to act in that capacity, subject to the terms and conditions of this Agreement. It is agreed by both Parties that this Agreement and the API Supply Agreement will remain in force and enjoys the same duration. In case either agreement expires or is terminated, the other agreement will automatically expire or terminate. Unless otherwise agreed between Licensor and Licensee, Licensor shall not during the continuance of the Term:
Appointment of Licensee. (a) Informix appoints Licensee to act as an "Original Equipment Manufacturer" or "OEM". An OEM develops, owns and licenses, to more than one Reseller or End User, an End Item with the OEM's Application and a Product so embedded in the End Item that the Product is invisible to the End User.
(b) The Products may be distributed worldwide ("Territory").
(c) The term of this Agreement shall commence on January 1, 1999 and continue through March 31, 2000. Thereafter, the Agreement shall automatically renew for two additional one year terms unless earlier terminated in accordance with Part II, section F.
(d) Licensee shall manufacture the object code portion of the Runtime Products in accordance with Part II, section A.7.
Appointment of Licensee. Informix appoints Licensee under the Program to act as (check all that apply):
Appointment of Licensee. Licensee shall maintain and renew all local and state licenses and permits necessary under all applicable laws to perform Beverage Operations at the Hotel during the period set forth in Section 5. Agent hereby engages Licensee as the exclusive operator of the Beverage Operations upon the terms and conditions and subject to the limitations on Agent’s authority contained herein, and, subject to the foregoing, Licensee shall have exclusive control over all activities of the Hotel relating to the Beverage Operations. Licensee shall use all commercially reasonable efforts to ensure that the Property complies with all federal, state and local laws (collectively, “Legal Requirements”) concerning the purchase, storage, distribution, possession, transportation and sale of beer and alcoholic beverages, and shall be responsible for any and all citations arising therefrom.. Without limiting the generality of Licensee’s responsibilities, Licensee shall be responsible to Agent for violations of any local, county or municipal ordinances or any Tennessee state laws, rules or regulations relating to service and sale of alcoholic beverages, including, without limitation, any rules or regulations promulgated by the Governing Authorities, and any and all other applicable laws, ordinances, and/or regulations, including, without limitation, the payment of any and all taxes due any applicable taxing authority in connection with beverage alcohol sales or occupation taxes, during the term of this Agreement (all of which are included in the term “Legal Requirements”). Licensee acknowledges and agrees that it shall be responsible for violations of or amounts owing under the Legal Requirements incurred prior to the Effective Date.
