Common use of Compliance with Law and Export Controls Clause in Contracts

Compliance with Law and Export Controls. The Parties shall at all --------------------------------------- times comply with all applicable U.S. and foreign federal, state, and local laws, rules and regulations relating to the execution, delivery and performance of this Agreement and to the InterTrust Technology Products and Modified Technology. Additionally, SSG acknowledges that because one or more aspects of the InterTrust Technology Products is likely to be subject to the export control laws, regulations and requirements of the United States and other jurisdictions, SSG Products and Cooperative Applications likely will require export and other approvals as well. InterTrust shall use reasonable efforts at InterTrust's expense, and SSG shall at InterTrust's request reasonably assist InterTrust at SSG's expense, to obtain any license or other approval, if any, that may be required for InterTrust to make the InterTrust Technology Products and/or Documentation or information relating thereto available to and SSG or SOFTBANK Affiliates. SSG shall, at SSG's expense, comply with all applicable laws (including applicable U.S. export control laws and regulations) and obtain all necessary governmental consents and approvals in connection with any sublicense or with respect to the distribution of or export or re-export of the SSG Products and Cooperative Applications (as well as other technology as expressly permitted hereunder) that contain any part of the InterTrust Technology Products or Modified Technology in accordance herewith. The Parties expressly agree that any failure to obtain or any delay in obtaining such approval as to InterTrust Technology or in connection with any SSG Product or Cooperative Application shall not relieve SSG from its obligations under this Agreement. As relevant and applicable, SSG and InterTrust shall: (a) promptly deliver to the other, as available, documentation reasonably confirming that it has complied with its responsibilities under this Section 16.3; and (b) obtain such consents and approvals from appropriate governmental entities as reasonably determined to be necessary for such further distribution, exportation or re-exportation.

Appears in 3 contracts

Samples: Technology Development and License Agreement (Intertrust Technologies Corp), Technology Development and License Agreement (Intertrust Technologies Corp), Technology Development and License Agreement (Intertrust Technologies Corp)

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Compliance with Law and Export Controls. The Parties shall at all --------------------------------------- times comply with all applicable U.S. U.S., Japanese and foreign federal, state, and local laws, rules and regulations relating to the execution, delivery and performance of this Agreement and to the InterTrust Technology Products Requirements and Modified Technology. Additionally, SSG MBC acknowledges that because one or more aspects of the InterTrust Technology Products Requirements, and/or Documentation and Assistance with respect thereto, is likely to be subject to the export control laws, regulations and requirements of the United States and other jurisdictions, SSG Products and Cooperative Applications likely will require export and other approvals as well. InterTrust shall use reasonable efforts at InterTrust's expense, and SSG MBC shall at InterTrust's request reasonably assist InterTrust at SSGMBC's expense, to obtain any license or other approval, if any, approval that may be required for InterTrust to make InterTrust's initial export of the InterTrust Technology Products Requirements and/or Documentation or information relating thereto available from the United States to Japan and SSG MBC understands and agrees that certain modifications to InterTrust Technology Requirements and/or Documentation may be required by U.S. law and/or regulatory process and agrees to the implementation of such modification by InterTrust, as necessary. In the event that InterTrust is unable to comply with its obligations hereunder due to an inability to obtain any such license or SOFTBANK Affiliatesother approval, such inability to obtain approval shall be considered a force majeure event under Section 14.12. SSG MBC shall, at SSGMBC's expenseexpense (subject to InterTrust's right of approval), comply with all applicable laws (including applicable U.S. export control laws and regulations) and obtain all necessary governmental consents and approvals in connection with any sublicense or with respect to to: (i) further distribute the distribution of or export or re-export of the SSG MBC Products and Cooperative Applications (as well as other technology as expressly permitted hereunder) that contain any part of the InterTrust Technology Products Requirements or Modified Technology in accordance herewith. The Parties expressly agree that any failure to obtain or any delay in obtaining such approval as to ; and (ii) further export and re- export the InterTrust Technology or in connection with any SSG Product or Cooperative Application shall not relieve SSG from its obligations under this AgreementRequirements and/or Modified Technology. As relevant and applicable, SSG and InterTrust MBC shall: (a) promptly deliver to the otherdeliver, as available, to InterTrust documentation reasonably confirming that it has complied to InterTrust's reasonable satisfaction MBC's compliance with its MBC's responsibilities under this Section 16.313.1; and (b) obtain such consents and approvals from appropriate governmental entities as InterTrust's counsel may reasonably determined determine to be necessary (as relates to InterTrust Technology Requirements or Modified Technology) for such further distribution, exportation or re-exportation.

Appears in 3 contracts

Samples: Technology Development and License Agreement (Intertrust Technologies Corp), Technology Development and License Agreement (Intertrust Technologies Corp), Technology Development and License Agreement (Intertrust Technologies Corp)

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