Code Rights Sample Clauses

Code Rights. To exercise any right or remedy available to Lender as a secured party under the Code, as it from time to time is in force and effect, with respect to any portion of the Mortgaged Property or the Intangible Collateral then constituting property subject to the provisions of the Code; or Lender, at its option, may elect to treat the Mortgaged Property or the Intangible Collateral, or any combination, as real property, or an interest therein, for remedial purposes.
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Code Rights. The rights, for the Operator and those authorised by it during the Designated Hours save in the case of emergency and in common with the Owner and other persons having the same or similar rights to enter the Property with or without vehicles, plant and equipment (at the Operator's expense and in a good, proper and workmanlike manner) to: Carry out the Installation Works, including the right to install the Apparatus above the present surface of the Property over the relevant Wayleave Route and make good the Property in accordance with the SSRAMS in each case, and afterwards to inspect, maintain, adjust, alter, repair, remove, replace and operate the Apparatus ensuring that on each occasion that the Property is reinstated in accordance with the SSRAMS and otherwise left in a neat and tidy condition; upgrade the Apparatus provided that: any changes as a result of the upgrading to the Apparatus have no adverse impact or no more than a minimal adverse impact on its appearance; and the upgrading imposes no additional burden on the Owner (which includes anything that has an additional adverse effect on the Owner's enjoyment of the Property or that causes additional loss, damage or expense to the Owner; and fell, trim or lop any trees, bushes and other vegetation on the Property which obstruct or interfere with the exercise of the rights in accordance with the SSRAMS, provided that the Operator removes from the Property all timber, wood and vegetation so cut or otherwise deals with it as the Owner directs and leaves the Property properly reinstated in accordance with the SSRAMS and otherwise in a neat and tidy condition; and enter the Property with or without vehicles, plant and equipment to obtain access to any adjoining land over which the Operator has similar rights. Prior to carrying out any Installation Works, the Operator will obtain the approval of the Owner to the SSRAMS for Installation Works at the Property (such approval not to be unreasonably withheld or delayed) provided that where any part of the Property is subject to Third Party Rights, the Operator must also obtain the approval of the party having the benefit of such rights. The Operator will not carry out any Installation Works nor install any Apparatus at on or to the Property prior to obtaining such approval(s). The Operator will carry out the Installation Works in accordance with the SSRAMS approved by the Owner in accordance with paragraph 1 above, in a proper and workmanlike manner taking al...
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Code Rights. To exercise any right or remedy available to Mortgagee as a secured party under the Uniform Commercial Code as adopted by the State of Florida, as it from time to time is in force and effect, with respect to any portion of the Collateral then constituting property subject to the provisions of such Code; or Mortgagee, at its option, may elect to treat the Collateral as real property, or an interest therein, for remedial purposes.
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Code Rights. To exercise any right or remedy available to Mortgagee as a secured party under the Uniform Commercial Code, with respect to any portion of the Collateral then constituting property subject to the provisions of such Code; or Mortgagee, at its option, may elect to treat the Collateral as real property, or an interest therein, for remedial purposes.
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Code Rights. The Shareholders shall have the right to exercise all remedial rights against the Buyer and with respect to the either or both of the Debt Instrument(s) and the Company Common Stock as are accorded to a creditor and secured party under the provisions of the Code and other applicable law, but subject to the rights of Smithfield under its senior security interest with respect to the Company Common Stock and subject to the commitment of the Shareholders in the Intercreditor Agreement to first seek recourse for the Event of Default through the proceeds of the Debt Instrument(s) and only thereafter through the Company Common Stock in accordance with the provisions of the Intercreditor Agreement. If the Shareholders elect to exercise their remedial rights under this Section, then, in addition to any other actions that may be permitted under the Code (as limited by the Intercreditor Agreement), the Shareholders may deliver written notice to the Buyer and Escrow Agent identifying the Event of Default, affirming that such Event of Default has not been remedied as permitted and required under this Security Agreement and demanding a release to the Shareholders of the Debt Instruments then held by the Escrow Agent under the Escrow Agreement (a “Demand Notice”). Unless the Buyer, within twenty (20) days after the date of delivery of the Demand Notice, delivers its written notice to the Shareholders and the Escrow Agent stating that no Event of Default exists under this Security Agreement, detailing specifically the basis for that statement and objecting to the release of the Debt Instruments to the Shareholders (an “Objection Notice”), then the Escrow Agent shall within thirty (30) days after the date of delivery of the Demand Notice release to the Shareholders the original copies of the certificates or other documents evidencing the Debt Instruments then held under the Escrow Agreement. If the Buyer delivers an Objection Notice within such period, then the Escrow Agent shall refrain from the release of the Debt Instruments to the Shareholders unless and until directed to do so by a written directive signed by the Buyer and the Shareholders or the Order of a court of competent jurisdiction. If and at such time as the original copies of the certificates or other documents evidencing the Debt Instruments are released to the Shareholders, the Shareholder shall promptly liquidate those Debt Instruments in a commercially reasonable manner to the extent required to pay any p...
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Code Rights. To exercise any right or remedy available to Bank as a secured party under the Uniform Commercial Code as adopted by the State of Florida, as it from time to time is in force and effect, with respect to any portion of the Collateral then constituting property subject to the provisions of such Code; or Bank, at its option, may elect to treat the Collateral as real property, or an interest therein, for remedial purposes.
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Related to Code Rights

  • Trade Rights Schedule 3.17 lists all material Trade Rights (as defined below), including (without limitation) all registered Trade Rights and all Trade Rights for which federal, state or local applications have been filed, in which Company now has any interest, specifying whether such Trade Rights are owned, controlled, used or held (under license or otherwise) by Company, and also indicating which of such Trade Rights are registered. All Trade Rights shown as registered in Schedule 3.17 have been properly registered, all pending registrations and applications have been properly made and filed and all annuity, maintenance, renewal and other fees relating to registrations or applications are current. In order to conduct the business of Company, as such is currently being conducted or proposed to be conducted, Company does not require any Trade Rights that it does not already have. Company is not infringing and has not infringed any Trade Rights of another in the operation of the business of Company, nor, to the best of Company's and Shareholder's knowledge, is any other person infringing the Trade Rights of Company. Company has not granted any license or made any assignment of any Trade Right listed on Schedule 3.17, nor does Company pay any royalties or other consideration for the right to use any Trade Rights of others. There is no Litigation pending or, to the best of Company's and Shareholder's knowledge, threatened to challenge Company's right, title and interest with respect to its continued use and right to preclude others from using any Trade Rights of Company. All Trade Rights of Company are valid, enforceable and in good standing, and there are no equitable defenses to enforcement based on any act or omission of Company. The consummation of the transactions contemplated hereby will not alter or impair any Trade Rights owned or used by Company. As used herein, the term "Trade Rights" shall mean and include: (i) all trademark rights, business identifiers, trade dress, service marks, trade names and brand names, all registrations thereof and applications therefor and all goodwill associated with the foregoing; (ii) all copyrights, copyright registrations and copyright applications, and all other rights associated with the foregoing and the underlying works of authorship; (iii) all patents and patent applications, and all international proprietary rights associated therewith; (iv) all contracts or agreements granting any right, title, license or privilege under the intellectual property rights of any third party; (v) all inventions, mask works and mask work registrations, know-how, discoveries, improvements, designs, trade secrets, shop and royalty rights, employee covenants and agreements respecting intellectual property and non-competition and all other types of intellectual property; and (vi) all claims for infringement or breach of any of the foregoing.

  • Use Rights The Use Rights in effect when Customer orders Software will apply to Customer’s use of the version of the Software that is current at the time. For future versions and new Software, the Use Rights in effect when those versions and Software are first released will apply. Changes Microsoft makes to the Use Rights for a particular version will not apply unless Customer chooses to have those changes apply.

  • Carriage Rights a) The parties to settlement discussions shall be the central parties. The Crown may participate in settlement discussions.

  • License Rights The Recipient must provide a license to its “subject data” to the Federal Government, which license is: (a) Royalty-free, (b) Non-exclusive, and (c) Irrevocable, (2) Uses. The Federal Government’s license must permit the Federal Government to take the following actions provided those actions are taken for Federal Government purposes: (a) Reproduce the subject data, (b) Publish the subject data, (c) Otherwise use the subject data, and (d) Permit other entities or individuals to use the subject data, and

  • Veto rights 6.3.4.1 A Member which can show that its own work, time for performance, costs, liabilities, intellectual property rights or other legitimate interests would be severely affected by a decision of the Steering Committee may exercise a veto with respect to the corresponding decision or relevant part of the decision. 6.3.4.2 When the decision is foreseen on the original agenda, a Member may veto such a decision during the meeting only. 6.3.4.3 When a decision has been taken on a new item added to the agenda before or during the meeting, a Member may veto such decision during the meeting and within 15 days after the draft minutes of the meeting are sent. 6.3.4.4 In case of exercise of veto, the Members shall make every effort to resolve the matter which occasioned the veto to the general satisfaction of all Members. 6.3.4.5 A Party may not veto decisions relating to its identification as a Defaulting Party. The Defaulting Party may not veto decisions relating to its participation and termination in the Partnership or the consequences of them. 6.3.4.6 A Party requesting to leave the Partnership may not veto decisions relating thereto.

  • Sublicense Rights Licensee shall not have the right to grant sublicenses under the licenses granted to it under Section 2.1(a) (Development and Commercialization License to Licensee) and Section 6.3(d) (Use of Coherus Trademark), without the prior written consent of Coherus, which consent may be withheld [***], except with respect to [***], in which case [***]. For the avoidance of doubt, it shall be [***] with respect to [***]. If Coherus consents in writing to allow Licensee to grant a sublicense, then Licensee may grant such sublicense, through [***], subject to the following: (a) each Sublicensee shall agree to be bound by all of the applicable terms and conditions of this Agreement; (b) the terms of each sublicense granted by Licensee shall provide that the Sublicensee shall be subject to the terms and conditions of this Agreement; (c) Licensee’s grant of any sublicense shall not relieve Licensee from any of its obligations under this Agreement; (d) Licensee shall be liable for any breach of a sublicense by a Sublicensee to the extent that such breach would constitute a breach of this Agreement, and any breach of the sublicense by such Sublicensee shall be deemed a breach of this Agreement by Licensee to the extent that such breach would constitute a breach of this Agreement as if Licensee had committed such breach; provided, however, that in each instance of any breach, Licensee and/or Sublicensee shall have the right to cure any such breach pursuant to the terms of this Agreement; and (e) Licensee will notify Coherus of the identity of any Sublicensee, and the territory in which it has granted such sublicense, promptly after entering into any sublicense. Notwithstanding anything to the contrary in this Agreement, for clarity, Licensee shall not have the right to grant sublicenses under Section 2.1 (License Grants) to any Third Party to Manufacture Products or to conduct Process Development.

  • User Rights Under the Creative Commons Attribution-NonCommercial-NoDerivs license, the author(s) and users are free to share (copy, distribute and transmit the contribution) under the following conditions: 1. they must attribute the contribution in the manner specified by the author or licensor, 2. they may not use this contribution for commercial purposes, 3. they may not alter, transform, or build upon this work.

  • Usage Rights 3.1 The Licensee, subject to clause 6 below, may: 3.1.1 Make such temporary local electronic copies by means of cacheing of all or part of the Licensed Materials as are necessary solely to ensure efficient use by Authorized Users and not to make available to Authorized Users duplicate copies of the Licensed Material. 3.1.2 Allow Authorized Users to have access to the Licensed Materials from the Server via the Secure Network.

  • EMPLOYER RIGHTS The union recognizes the Employer’s right to operate and manage its business and facilities. Except where limited by a specific provision of this Agreement, all rights are subject to the Employer’s exclusive control. These rights include but are not limited to the following: to determine the number of employees to be employed in each operation, shift, or department; to establish, change, modify, interpret or abolish the Employer’s policies and procedures; to increase or diminish, change, improve or discontinue operations, programs and jobs, in whole or in part; to increase or diminish, change, improve or discontinue personnel, in whole or in part; to hire, promote, and transfer employees; to suspend, discharge, demote and discipline employees for just cause; to determine the duties of and to direct employees in their duties, including direction as to the location of the work to be performed; to lay off employees; to authorize work to be performed by any outside person or entity as selected by the Employer, including the subcontracting of work; to evaluate the performance and competency of employees in their assigned work; to increase or change the content, substance or methodology of any work assignment; to determine materials and equipment to be used; to reward and pay employees; and to determine working schedules, including allocation of and requirement of overtime. The parties recognize that the above list is for illustrative purposes and does not exclude those rights and responsibilities not mentioned above. The Employer’s failure to exercise any right, prerogative or function hereby reserved to it, or the Employer’s exercise of any such right, prerogative or function in a particular way, shall not be considered a waiver of the Employer’s right to exercise such right, prerogative or function or preclude it from exercising the same in some other way not in conflict with the expressed provisions of this Agreement.

  • Intangible Rights Set forth in the Disclosure Letter is a list and description of all material foreign and domestic patents, patent rights, trademarks, service marks, trade names, brands and copyrights (whether or not registered and, if applicable, including pending applications for registration) owned, used, licensed or controlled by the Corporation or a Subsidiary and all goodwill associated therewith. Each of the Corporation and its Subsidiaries owns or has the right to use and shall as of the Effective Date own or have the right to use any and all information, know-how, trade secrets, patents, copyrights, trademarks, tradenames, software, formulae, methods, processes and other intangible properties that are necessary or customarily used by the Corporation or Subsidiary, as the case may be, for the ownership, management or operation of its properties (“Intangible Rights”) including, but not limited to, the Intangible Rights listed on the Disclosure Letter. Except as set forth in the Disclosure Letter, (i) the Corporation or a Subsidiary is the sole and exclusive owner of all right, title and interest in and to all of the Intangible Rights, and has the exclusive right to use and license the same, free and clear of any claim or conflict with the Intangible Rights of others; (ii) no royalties, honorariums or fees are payable by the Corporation or a Subsidiary to any person by reason of the ownership or use of any of the Intangible Rights; (iii) there have been no claims made against the Corporation or a Subsidiary asserting the invalidity, abuse, misuse, or unenforceability of any of the Intangible Rights or interests therein and, to the knowledge of the Corporation, no grounds for any such claims exist; (iv) the Corporation has not made any claim of any violation or infringement by others of any of its Intangible Rights or interest therein and, to the knowledge of the Corporation, no grounds for any such claim exist; (v) neither the Corporation nor any Subsidiary has received any notice that it is in conflict with or infringing upon the asserted intellectual property rights of others in connection with the Intangible Rights, and neither the use of the Intangible Rights nor the operation of the businesses of the Corporation and each of its Subsidiaries is infringing or has infringed upon any intellectual property rights of others; (vi) the Intangible Rights are sufficient and include all intellectual property rights necessary for the Corporation and its Subsidiaries to lawfully conduct their respective businesses as they are currently being conducted; (vii) no interest in any of the Intangible Rights of the Corporation or its Subsidiaries has been assigned, transferred, licensed or sublicensed by the Corporation to any person; (viii) to the extent that any item constituting part of the Intangible Rights has been registered with, filed in or issued by, any Governmental Entity, such registrations, filings or issuances are listed on the Disclosure Letter and were duly made and remain in full force and effect; (ix) to the knowledge of the Corporation, there has not been any act or failure to act by the Corporation, a Subsidiary or any of their respective directors, officers, employees, attorneys or agents during the prosecution or registration of, or any other proceeding relating to, any of the Intangible Rights or of any other fact which could render invalid or unenforceable, or negate the right to issuance of any of the Intangible Rights; (x) to the extent any of the Intangible Rights constitutes proprietary or confidential information, the Corporation or a Subsidiary has adequately safeguarded such information from disclosure; and (xi) all of the current Intangible Rights of the Corporation and its Subsidiaries will remain in full force and effect following the Effective Time without alteration or impairment.

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