Hotel License Agreement Sample Clauses

Hotel License Agreement. Promptly after the Effective Date, Seller shall give the notices (accompanied by a copy of this Agreement) required under Section 17.2 of the Hotel License Agreement, notifying the licensor of a potential sale of the Hotel to Buyer. Buyer shall have the responsibility of satisfying itself with respect to the terms and conditions (including, without limitation, any upgrading requirements) under which the licensor under the Hotel Licensing Agreement would grant to Buyer (or its assign) a license to operate the Hotel, from and after Closing as a Marriott Hotel (the “New License”). Within ten (10) days after the Effective Date, Buyer shall with respect to the New License submit an application in the licensor’s required form for such New License, and thereafter (A) diligently prosecute such application (B) provide the licensor with any reasonably or customarily requested information regarding Buyer (and its assign, if any), (C) pay (when required) the licensor’s standard application fee (except to the extent waived by the licensor), (D) if approved by the licensor, enter into the licensor’s then standard form of license agreement (except to the extent the licensor agrees to any changes requested by Buyer), to be effective upon Closing and (E) comply with all other conditions imposed by the licensor (unless waived), in accordance with its current licensing policies, for the issuance of such New License effective upon Closing, Buyer shall have a period of sixty (60) days from the Effective Date (such period being referred to as the “License Approval Period”) to obtain the New License from Marriott International. If Buyer has not obtained such New License prior to the expiration of the License Approval Period, Buyer may proceed to Closing or may terminate this Agreement by written notice to Seller given on or prior to the expiration of the License Approval Period. In the event Buyer elects to terminate this Agreement, the Deposit shall be refunded to Buyer and the parties shall have no further obligations or liabilities except as expressly set forth in this Agreement. Upon Closing, Seller shall surrender its existing licenses under the Hotel License Agreement and the Hotel License Agreement shall have been terminated.
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Hotel License Agreement. On or about the date hereof, the Company shall cause the Hotel Owner to enter into an agreement (the “Hotel License Agreement”) with Four Seasons, pursuant to which Four Seasons (for certain fees and other consideration) has agreed to provide the right and license to use the Trademarks and the Proprietary Materials (each as defined in the Hotel Management Agreement) to the Hotel Owner in connection with the marketing, operation and management of the Hotel. The Hotel License Agreement is in form and substance acceptable to each of the Members. Except as otherwise set forth in Section 7.03, Managing Member shall have the right to enforce the rights of the Hotel Owner under the Hotel License Agreement.
Hotel License Agreement. “Hotel License Agreement” means any agreement pertaining to the use, in conjunction with the Hotel, of (i) one or more identifying trade names, trademarks, service marks, logos or other proprietary name or xxxx which is owned by a third party and/or (ii) a reservation system owned by a third party.
Hotel License Agreement. “Hotel License Agreement” means that certain Franchise Agreement between Marriott and Seller dated as of July 16, 2009.
Hotel License Agreement. Marriott shall have provided Buyer with written notice (the “Franchise Agreement Approval Notice”) that, it has approved the Buyer’s franchise application and is prepared to grant Buyer the New License pursuant to a form of franchise agreement as set forth in the Franchisor’s UFOC in effect at the time of Buyer’s application as of the Closing Date, and the New License shall have been executed effective as of the Closing Date.
Hotel License Agreement. Marriott shall have provided Buyer with written notice (the “Franchise Agreement Approval Notice”) that, it has approved the Buyer’s franchise application and is prepared to grant Buyer the New License pursuant to a form of franchise agreement as set forth in the Franchisor’s UFOC in effect at the time of Buyer’s application as of the Closing Date , and the New License shall have been executed effective as of the Closing Date and the Hotel License Agreement is terminated without payment by or penalty to Seller by the licensor effective at Closing. If any condition specified in this Section 9.2 is not timely satisfied (or waived by Seller in writing), Seller shall have the right to terminate this Agreement by giving written notice of such termination to Buyer and Escrow Agent by the Last Closing Date (but, in any event, before Closing actually occurs). After Closing, Seller shall not have any right to terminate this Agreement or rescind its purchase of the Hotel by reason of the failure of any such condition, whether or not such failure was known to or discoverable by Seller prior to Closing.
Hotel License Agreement. Attached hereto as Exhibit B is a true and complete copy of the Hotel License Agreement. Seller has not received any written notice from licensor that a default has occurred under the Hotel License Agreement, and, to Seller's Knowledge, there are no events, which with the giving of notice or passage of time, would cause a material default to occur thereunder.
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Related to Hotel License Agreement

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • License Agreements (a) Each Borrower and Guarantor shall (i) promptly and faithfully observe and perform all of the material terms, covenants, conditions and provisions of the material License Agreements to which it is a party to be observed and performed by it, at the times set forth therein, if any, (ii) not do, permit, suffer or refrain from doing anything that could reasonably be expected to result in a default under or breach of any of the terms of any material License Agreement, (iii) not cancel, surrender, modify, amend, waive or release any material License Agreement in any material respect or any term, provision or right of the licensee thereunder in any material respect, or consent to or permit to occur any of the foregoing; except, that, subject to Section 9.19(b) below, such Borrower or Guarantor may cancel, surrender or release any material License Agreement in the ordinary course of the business of such Borrower or Guarantor; provided, that, such Borrower or Guarantor (as the case may be) shall give Agent not less than thirty (30) days prior written notice of its intention to so cancel, surrender and release any such material License Agreement, (iv) give Agent prompt written notice of any material License Agreement entered into by such Borrower or Guarantor after the date hereof, together with a true, correct and complete copy thereof and such other information with respect thereto as Agent may request, (v) give Agent prompt written notice of any material breach of any obligation, or any default, by any party under any material License Agreement, and deliver to Agent (promptly upon the receipt thereof by such Borrower or Guarantor in the case of a notice to such Borrower or Guarantor and concurrently with the sending thereof in the case of a notice from such Borrower or Guarantor) a copy of each notice of default and every other notice and other communication received or delivered by such Borrower or Guarantor in connection with any material License Agreement which relates to the right of such Borrower or Guarantor to continue to use the property subject to such License Agreement, and (vi) furnish to Agent, promptly upon the request of Agent, such information and evidence as Agent may reasonably require from time to time concerning the observance, performance and compliance by such Borrower or Guarantor or the other party or parties thereto with the material terms, covenants or provisions of any material License Agreement.

  • Software License Agreement McDATA agrees that all Licensed Software will be distributed to Customers subject to a Software License Agreement (including warranty statement), along with a McDATA Manual, in a manner which is (a) no less protective of BROCADE's Intellectual Property Rights in the Licensed Software than the form attached hereto as Exhibit D, and (b) legally enforceable in the jurisdictions in which the Licensed Software, as incorporated into the McDATA Products, is distributed.

  • Sublicense Agreements Sublicenses shall be granted only pursuant to written agreements, which shall be subject and subordinate to the terms and conditions of this Agreement. Such Sublicense agreements shall contain, among other things, provisions to the following effect:

  • PATENT LICENSE AGREEMENT EXCLUSIVE PHS and Licensee agree as follows:

  • Trademark License Agreement Buyer shall have executed and delivered to Sellers the Trademark License Agreement.

  • Development Agreement That certain Development Agreement dated of even date herewith by and between the Company and Developer providing for the development of the Project on the Property, a copy of which is attached hereto as Exhibit C and incorporated herein by reference. Development Fee. As described in Section 6.8.

  • Valid Agreement This Agreement has been duly executed and delivered by the Purchaser and constitutes the legal, valid and binding obligation of the Purchaser, enforceable against the Purchaser in accordance with its terms, except (i) as limited by applicable bankruptcy, insolvency, reorganization, moratorium, and other laws of general application affecting enforcement of creditors’ rights generally, and (ii) as limited by laws relating to the availability of specific performance, injunctive relief, or other equitable remedies.

  • Termination of License Agreement Without limiting the generality of the foregoing, in the event that the License Agreement is terminated in accordance with its terms, this Agreement, including without limitation any Purchase Order(s) or Project Work Orders then-in-effect, shall automatically terminate in its entirety as of the effective date of termination of the License Agreement.

  • Collaboration Agreement The Collaboration Agreement shall not have been terminated in accordance with its terms and shall be in full force and effect.

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