From Apollo to the Sellers. Subject to compliance with the terms and conditions hereof, and effective as of the Closing, Apollo, on behalf of the Subject Companies, hereby grants to the Sellers and their Subsidiaries a non-exclusive, worldwide, perpetual, irrevocable, non-transferable (except in connection with a merger or reorganization of, or sale of all or substantially all of the assets of, one or more businesses of such party to which the license set forth in this Section 4.15(b) relates), sublicensable, paid-up and royalty-free right and license to use and practice the Subject Companies’ Licensed IP Rights solely in connection with the Retained Business, as conducted as of the Closing Date, and any natural or reasonably foreseeable expansions thereof. Each Seller shall, and shall cause its Subsidiaries and sublicensees to, use commercially reasonable care to maintain and protect the Trade Secrets included in the Subject Companies’ Licensed IP Rights.
Appears in 4 contracts
Samples: Membership Interest Purchase Agreement (RCS Capital Corp), Membership Interest Purchase Agreement (Apollo Global Management LLC), Membership Interest Purchase Agreement (Apollo Global Management LLC)
