Conduct of Licensee Sample Clauses

Conduct of Licensee. Licensee agrees that it will not knowingly do or suffer to be done during the Term or any renewal period of this License any act or thing that will materially impair the rights of GM in and to the Trademarks then licensed hereunder. GM hereby agrees to indemnify and defend Licensee and undertakes to hold it harmless against any claims or suits to the extent that such claim or suit arises out of the exploitation and use by Licensee of the Trademarks as authorized in this License with respect to Products, provided that the claim or suit arises in the Territory and prompt notice is given to GM of any such claim or suit and provided further that GM shall have the option to undertake and conduct, at GM’s expense, the defense of any suit brought and that no settlement of any such claim or suit is made without prior written consent of GM (which consent shall not be unreasonably delayed or withheld). Licensee shall participate in such defense, at its own expense, to protect its interests. GM shall keep Licensee informed on all material developments throughout the progress of any such defense, and GM shall not, without Licensee’s prior approval, which approval shall not be unreasonably withheld, enter into any consent, settlement, or other agreement which materially diminishes or restricts Licensee’s rights under this License or places any material restrictions or conditions upon Licensee’s use of the Trademarks with respect to Products.
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Conduct of Licensee. Licensee hereby acknowledges that its provision of Certified Product(s) in conjunction with the Compliance Certification Marks reflects on the good will and reputation of MISMO and the MBA. Therefore, Licensee agrees to act: (a) in a professional manner and to use commercially reasonable industry practices; and (b) in accordance with the terms and conditions of this Agreement as amended from time to time as well as applicable law and regulations. In addition, Licensee agrees that its Certified Products will be free of serious defects in manufacture and generally suitable for their intended purposes.
Conduct of Licensee. The Licensee must not, by any act or omission, use the CDR Trade Mark in any manner that tarnishes, degrades, disparages or reflects adversely on the Licensor, or on the CDR Trade Mark, in any material respect.
Conduct of Licensee. A. LICENSEE is responsible for the conduct of and any damage caused by its employees, agents, contractors, volunteers, and invitees in the Licensed Space and on the entire property of which the Licensed Space is part. LICENSEE shall, at its sole cost and expense, provide all personnel necessary to operate and administer educational programs related to fire technology and related services. LICENSEE shall further, at its sole cost and expense, be responsible for the training, hiring, and supervision of all employees and volunteers.
Conduct of Licensee. Licensee represents and warrants that it will conduct its business in full compliance with: (a) applicable laws and regulations; and (b) the policies of Major League Baseball.
Conduct of Licensee. Non-interference with Licensor’s Operations Licensee shall at all times conduct itself so as not to interfere in any way with the operation of the Property or Premises by the Licensor.
Conduct of Licensee. The Licensee must at all times act reasonably and in good faith in its dealings with:
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Conduct of Licensee 

Related to Conduct of Licensee

  • Grant of Licenses As of the Effective Date and thereafter during the Term, subject to the terms and conditions of this Agreement, (a) School grants to TMS a non-exclusive, non-transferable, royalty free, revocable license to use School’s Intellectual Property solely in connection with the Services or as necessary for TMS to perform its obligations under this Agreement, and (b) TMS grants to School a non- exclusive, non-transferable, royalty free, revocable license to use TMS’s Intellectual Property solely as necessary to access or utilize the Services. Neither Party shall use, transfer, assignment, lease, or sublicense, in whole or in part, any of the other Party’s Intellectual Property without such other Party’s prior written consent, except as otherwise set forth in this Agreement.

  • Grant of License During the term of this Contract:

  • 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.

  • GRANT OF LICENCE 2.1 XXXXX, subject to the Licensee complying with the terms of the Agreement, grants the Licensee a Licence to Perform, or permit to be performed, any of the Works of Music for the time being in XXXXX’s Repertoire, at the Premises.

  • Scope of License The license granted to you for the Company application is limited to a non-transferable license to use the Company application on a device that utilizes the Apple iOS or Android operating system, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor terms of service. (2)

  • Term of License The license granted to the Engineer by this article shall terminate at the end of the term specified in Article 2 of this contract.

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