Common use of Associates Clause in Contracts

Associates. Licensee may desire from time to time to enter into arrangements with Associates wherein Licensee makes a significant contribution of its own technology and intellectual property rights. In such cases, Licensee may request PalmSource to allow the Associate to use some or all of the PS Licensed Products on terms no less protective than those that apply to Licensee’s own technology and intellectual property. Upon such request, the parties will promptly meet and discuss the opportunity in good faith. The parties will consider reasonable proposals from both parties, which may include a direct license from PalmSource to the Associate or a sublicense from Licensee to the Associate on mutually agreed terms and conditions. Notwithstanding the foregoing, a license or sublicense to an Associate for any of the PS Licensed Products must be approved in a definitive written agreement signed by an authorized officer of PalmSource. PalmSource retains the right to approve or withhold approval for any such license or sublicense in its sole discretion.

Associates. Licensee may desire from time to time to enter into arrangements with Associates wherein Licensee makes a significant contribution of its own technology and intellectual property rights. In such cases, Licensee may request PalmSource PSI to allow the Associate to use some or all of the PS Licensed Products on terms no less protective than those that apply to Licensee’s own technology and intellectual property. Upon such request, the parties will promptly meet and discuss the opportunity in good faith. The parties will consider reasonable proposals from both parties, which may include a direct license from PalmSource PSI to the Associate or a sublicense from Licensee to the Associate on mutually agreed terms and conditions. Notwithstanding the foregoing, a license or sublicense to an Associate for any of the PS Licensed Products must be approved in a definitive written agreement signed by an authorized officer of PalmSourcePSI. PalmSource PSI retains the right to approve or withhold approval for any such license or sublicense in its sole discretion.