General Licensing Terms Sample Clauses

General Licensing Terms. 31 Section 5.05 Foreign Currency........................................................................37
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General Licensing Terms. (b) The Parties agree that the accounting and payment of royalties shall comply with the following terms and conditions: (iv) Agouron shall maintain and cause its Affiliates and sublicensees to maintain books of account and complete and accurate records pertaining to the sale or other disposition of Products and of the royalties and other amounts payable under this Agreement in sufficient detail to *
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General Licensing Terms. (a) Profits and Losses for countries where the parties are Co-Promoting a Product arising out of the Development Program for cancer indications shall be determined on a * Attachment 2 sets forth additional definitions and details relating to the calculation of Profits and Losses. (b) It is the intent of the parties that if the parties are Co-Promoting a Product arising out of the Development Program for cancer indications in a country, then the parties shall * If applicable laws, regulations or accounting rules do not permit such accounting treatment, * (c) No sales shall be deemed to have occurred as the result of sales between and among the parties, their Affiliates and sublicensees; it being understood that sales occur when made to non-Affiliated third party purchasers. A sale of a Product shall be deemed to have been made upon the earliest of invoicing or delivery of the Product for value to a non-Affiliated third party purchaser. In the case of a sale or other disposal of a Product for value other than in an arm's length transaction exclusively for money, such as barter or counter trade, sales shall be calculated using the fair market value of the Product (if higher than the stated sales price) in the country of disposal. (f) In calculating Profits and Losses with respect to a Combination Product in a country, the parties shall enter into good faith negotiations regarding the percentage of the Adjusted Gross Sales of such Combination Product to be used in calculating Profits and Losses with respect to such Combination Product in such country. If the parties are unable to agree upon such percentage, the percentage of the Adjusted Gross Sales of such Combination Product to be used in calculating Profits and Losses with respect to such Combination Product in a country shall be equal * If the numerator and denominator cannot be determined in the manner set forth above, then the numerator * In each case, the cost is to be determined in accordance with the party's standard accounting procedures. (g) In calculating royalties with respect to a Combination Product, the parties shall enter into good faith negotiations regarding the percentage of the Net Sales of such Combination Product to be used in calculating royalties payable with respect to such Combination Product on a country-by-country basis. If the parties are unable to agree upon such percentage, royalties with respect to a Combination Product in a country shall be * If the numerator and denominator c...
Sample 1
General Licensing Terms. (a) Terms under this subchapter are applied in addition to other provisions of these Terms and Conditions if the Provider has granted a Licence to the Client under the Agreement. (b) The Licence is granted as non-exclusive and for a Licence Fee, as provided in the Agreement unless agreed otherwise. (c) The Client is only entitled to use the Software on the number of machines for which the licence was granted. Use of the Software on more machines than the number of machines for which the License was granted shall be deemed a serious breach of the Agreement. (d) To the extent permitted by law, the Provider expressly prohibits any other use of the Software under the Licence than for the purpose of provision of the Services. The Client is, in particular, not entitled to make any copies or distribute the Software to third parties or make any modifications to the Software. (e) The Client is not entitled to grant a sublicense to the Software or assign the Licence to third parties unless agreed otherwise. (f) The Provider is entitled to make any changes, upgrades, reparations, or alterations of the Software or merge the Software with another software at its sole discretion during the duration of the Agreement. (g) The licence ceases to be effective upon termination of the Agreement or the dissolution of the Client and shall never pass to its legal successors. (h) For the avoidance of doubt, it is stated that even if the Software has been customized or created to the Client's requirements, the Agreement shall not be deemed a contract for work. Such software remains the property of the Provider and may be available to the Client under a licence only.
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General Licensing Terms. All licenses granted by Xxxxxx Xxx under this XXXX are personal, worldwide, royalty free, non-transferrable, non-assignable, non- sublicensable, revocable, non-exclusive and limited license. Except as provided in this XXXX, You shall not: (i) transfer, give access to, or distribute any part of any Font Software to any Third Party without Xxxxxx Xxx’x prior written permission; (ii) attempt to reverse engineer, alter, or modify any part of any Font Software; (iii) attempt in any way to emulate, mimic, or otherwise create a substitute for any Font Software, including outlining; or (v) use the Font Software in any way not expressly permitted in this XXXX. The following uses of Font Software are expressly prohibited: alphabet letters, alphabet punch and die sets, or other methods for use in making such products. If You wish to use the Font Software for such purposes, contact Xxxxxx Xxx to discuss. Xxxxxx Xxx reserves the right to decline to license Font Software to any party at Xxxxxx Xxx’x sole discretion. Authorized uses of the Fonts include: the production of paper publications like newspapers, books and magazines; print advertising; vinyl or printed signage; logos and logotypes; corporate documents; printed newsletters and annual reports; images for print and web (static images only); product/merchandise packaging; marketing materials; presentations (e.g. Powerpoint); film and video (non-broadcast). You agree to indemnify Xxxxxx Xxx for any Third Party claim that arises as a result of any unauthorized use by You of the Font Software. Licenses for other uses not allowed by this XXXX may be available for an additional fee.
Sample 1
General Licensing Terms. (a) No sales shall be deemed to have occurred as the result of sales between and among the parties, their Affiliates and sublicensees; it being understood that sales occur when made to non-Affiliated third party purchasers. A sale of a Product shall be deemed to have been made upon the earliest of invoicing or delivery of such Product for value to a non-Affiliated third party purchaser. In the case of a sale or other disposal of a Product for value other than in an arm's-length transaction exclusively for money, such as barter or counter-trade, sales shall be calculated using the fair market value of such Product (if higher than the stated sales price) in the country of disposal. (d) In calculating royalties with respect to a Combination Product, the parties shall enter into good faith negotiations regarding the percentage of the Net Sales of such Combination Product to be used in calculating royalties payable with respect to such Combination Product on a country-by-country basis. If the parties are unable to agree upon such percentage, royalties with respect to a Combination Product in a country * (e) Royalties due on the sale of a Product shall be owed from the date of Initial Commercial Sale (or, if earlier, the first special license sale) by a party, its Affiliates or sublicensees of such Product in a country of the Licensed Territory, until the latest of: * (f) The parties agree that the accounting and payment of royalties shall comply with the following terms and conditions: (i) As soon as possible, but no later than * Roche shall provide to the authorized representative of Agouron and JT with its good faith estimate of the amount of Net Sales for such calendar month. (ii) On or before the * of each and every calendar year for as long as royalties are due following the commencement of the marketing of Products, Roche shall: (A) * (iii) Roche's accounting of royalty * shall be reviewed and signed by an appropriate financial employee of Roche, and shall identify all relevant details regarding * (iv) Any royalty payments due that are not paid on or before the date such payments are due shall bear interest at * (g) Roche shall maintain and cause its Affiliates and sublicensees to maintain books of account and complete and accurate records pertaining to the sale or other disposition of Products and of the royalty and other amounts payable under this Agreement in sufficient detail to permit the authorized representative of Agouron and JT to confirm the cor...
Sample 1
General Licensing Terms. (a) No sales shall be deemed to have occurred as the result of sales between and among the Parties, their Affiliates and sublicensees; it being understood that sales occur when made to non-Affiliated third-party purchasers. A sale of a Product shall be deemed to have occurred upon the earliest of invoicing or delivery of such Product for value to a non-Affiliated third-party purchaser. In the case of a sale or other disposal of a Product for value other than in an arm's-length transaction exclusively for money, such as barter or counter-trade, sales shall be calculated using the fair market value of such Product (if higher than the stated sales price) in the country of disposal. (b) The Parties agree that the accounting and payment of royalties shall comply with the following terms and conditions: (i) The royalty payments will be made semi-annually within sixty (60) days after the last day of the months of June and December during the royalty term of this Agreement. Upon payment of the such royalties, Agouron shall provide JE with royalty reports that indicate the Net Sales by calendar month upon which the royalty is based. (ii) Agouron shall remit in immediately available funds the milestone payments and all royalty payments which are due pursuant to the provisions of Section 5.01 to JE by bank wire transfer to the JE bank account specified by JE to Agouron. A payment shall be deemed paid as of the date on which it was wired to the account JE designated pursuant to the provisions of the immediately preceding sentence. Any royalty payments due that are not paid on or before the date such payments are due shall bear interest at the lower of: (A) the prime rate applied by the Chase Manhattan Bank in New York, New York, U.S.A., on the due date, plus one hundred (100) basis points; or (B) the highest interest rate permitted by applicable law, calculated on the number of days in each month that such payment is delinquent. (iii) Agouron shall be entitled to withhold from a royalty or other payment due JE, the amount, if any, of any withholding tax assessable to JE, provided evidence of payment of any such tax is promptly provided to JE. If any taxes (other than value-added taxes) are imposed on payments of royalties to JE and are required to be withheld therefrom, such taxes shall be for the account of JE, and the payments due to JE shall be reduced accordingly. Agouron shall advise JE and provide it with copies of the tax receipts for all taxes deducted from th...
Sample 1
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Related to General Licensing Terms

  • Perpetual License Notwithstanding anything else in the Agreement, Licensor grants to Licensee and Participating Institutions a nonexclusive, royalty-free, system-wide perpetual license limited to the territory of Czech Republic to use any Licensed Materials that were subscribed to or for which a perpetual license fee has been paid during the term of this Agreement. Such use shall be in accordance with the provisions of this Agreement, which provisions shall survive any termination of this Agreement. The means by which Licensee and/or Participating Institutions shall have access to such Licensed Materials shall be in a manner and form substantially equivalent to the means by which access is provided under this Agreement. If the Licensor’s means of access is not available, the Licensee and/or Participating Institutions may provide substantially equivalent access to the Licensed Materials by use of an archival copy or by engaging the services of third-party trusted archives (such as Portico) and/or participating in collaborative archiving endeavors to exercise its perpetual use rights.

  • Commercial License For information regarding a commercial license please contact the Faculty of Fisheries and Protection of Waters, University of South Bohemia Ceske Budejovice, Xxxxx 000, 000 00 Xxxx Xxxxx, Xxxxx Xxxxxxxx, tel:

  • Trial License We grant you a free-of-charge, non-assignable, non-sublicensable, non-exclusive, worldwide right and license for one (1) Authorized User to install and use one (1) copy of the Software solely for internal Non-Production purposes to evaluate the Software to determine whether to purchase a license to the Software. You may not download more than one (1) copy of the Software unless otherwise authorized by us. You may not use the Software for any other purpose. You may only use the Software for thirty (30) days from the Effective Date, unless otherwise authorized by us ("Trial Period"). Unless you pay the applicable fee for the Software, the Software may become inoperable and, in any event, your right to use Software automatically expires at the end of the Trial Period. We may terminate your license to the trial version of the Software upon written notice at any time for any reason and without liability of any kind. If you subsequently license a non-trial version of the Software, your license to the trial version of the Software shall immediately terminate.

  • Mechanical License If any selection or musical composition, or any portion thereof, recorded in the New Song hereunder is written or composed by Producer, in whole or in part, alone or in collaboration with others, or is owned or controlled, in whole or in part, directly or indirectly, by Producer or any person, firm, or corporation in which Producer has a direct or indirect interest, then such selection and/or musical composition shall be hereinafter referred to as a “Controlled Composition”. Producer hereby agrees to issue or cause to be issued, as applicable, to Licensee, mechanical licenses in respect of each Controlled Composition, which are embodied on the New Song. For that license, on the United States and Canada sales, Licensee will pay mechanical royalties at one hundred percent (100%) of the minimum statutory rate, subject to no cap of that rate for albums and/or EPs. For license outside the United States and Canada, the mechanical royalty rate will be the rate prevailing on an industry-wide basis in the country concerned on the date that this agreement has been entered into.

  • Additional Licenses Customer shall not, and shall not authorize or permit any other person to (i) charge a cover charge or admission fee to the Service Location(s) at the time Video and/or Public View Video (or any part thereof) is being or is to be performed therein; (ii) permit dancing, skating or other similar forms of entertainment or physical activity in conjunction with the performance of Video and/or Public View Video (or any part thereof) unless Customer has obtained all necessary licenses and authorizations from the applicable copyright owners (Customer acknowledges and agrees that it shall be solely responsible for the payment of any charges or fees in connection therewith); or (iii) insert any commercial announcements into Video and/or Public View Video, or interrupt any performance of Video and/or Public View Video for the making of any commercial announcements, except that public address commercial announcements may be made concerning goods or services sold or offered to the public at the Service Location provided that no compensation (whether in money or in any other form) is paid by any person or entity, directly or indirectly, for such announcements unless pursuant to a separate written agreement which permits store-casting or ad- casting. Customer acknowledges and understands Customer may be responsible for additional music licensing or copyright fees for music contained in any or all of the Services, including, but not limited to Video and/or Public View Video.

  • Annual License Fee Upon the mutual execution of this Agreement, GROWER shall pay PVMI a single Annual License Fee as above.

  • International License This template is based on work, which was released under a Creative Commons 4.0 Attribution License (CC BY 4.0). It is part of the FitSM Standard family for lightweight IT service management, freely available at xxx.xxxxx.xx.

  • Initial License Fee In partial consideration for the exclusive license granted pursuant to Section 2.1 hereof, Licensee shall pay to Scripps a non-refundable license fee upon execution of this Agreement in the amount of 70,000 shares of Licensee common stock as specified in Exhibit D. The license fee described in this Section is consideration for the grant and continuation of the license hereunder, and Scripps shall have no obligation to return any portion of such license fee, notwithstanding any failure by Licensee to develop any Licensed Product or market any Licensed Product commercially, and notwithstanding the volume of sales of any such Licensed Product.

  • Governmental Licenses Obtain and maintain all licenses, permits, certifications and approvals of all applicable Governmental Authorities as are required for the conduct of its business as currently conducted and as contemplated by the Loan Documents, except where the failure to do so could not reasonably be expected to have a Material Adverse Effect.

  • License Terms This license is for one full Semester. It cannot be cancelled or terminated except under the conditions cited in this license.

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