License Grants and Ownership Sample Clauses

License Grants and Ownership. 4.1. Subject to and conditioned upon Licensee’s strict compliance with the terms and conditions set forth in this Agreement, Garmin grants Licensee a limited, non-exclusive, non-transferrable, revocable, and non-sublicensable license during the term of this Agreement to: (a) embed the API and underlying content into Licensee Applications solely for internal business purposes so that Licensee Applications can interface directly with Garmin Connect and/or other Garmin web services; and (b) use data transmitted through the API (i) solely for internal business purposes, (ii) only to the extent necessary to format and display such data (A) in Licensee Applications or (B) in a third party application or on Licensee’s or a third party’s website, in each case, using Licensee Applications, and
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License Grants and Ownership. (a) License Under DataLogic Licensed Technology. (i) DataLogic will promptly deliver to HHI the DataLogic Licensed Technology, and hereby grants to HHI a non-exclusive, worldwide, transferable (with right to sublicense) license to use, reproduce, modify, and create derivative works of the DataLogic Licensed Technology and to develop, make, have made, use, import, export, market and sell products containing or embodying such DataLogic Licensed Technology. (ii) All right, title and interest in and to the DataLogic Licensed Technology, and each element thereof (including all Intellectual Property Rights relating thereto), shall be and remain the sole and exclusive property of DataLogic, subject only to the license rights expressly granted in this Agreement. Any enhancements, modifications and derivative works of or to the DataLogic Licensed Technology made by or for HHI shall be the sole and exclusive property of HHI.
Sample 1
License Grants and Ownership. 4.1. Subject to and conditioned upon Licensee’s strict compliance with the terms and conditions set forth in this Agreement, Garmin grants Licensee a limited, non-exclusive, non-transferrable, revocable, and non-sublicensable (except to subcontractors approved by Garmin) license during the term of this Agreement to: (a) embed the API and underlying content into Licensee Applications solely for internal business purposes so that Licensee Applications can interface directly with Garmin Connect and/or other Garmin web services; and (b) use data transmitted through the API (i) solely for internal business purposes, (ii) only to the extent necessary to format and display such data (A) in Licensee Applications or (B) in a third party application or on Licensee’s or a third party’s website, in each case, using Licensee Applications, and (iii) only as allowed by law and in compliance with each End User’s consent. Licensee acknowledges that there are no implied licenses granted under this Agreement. 4.2. Garmin reserves the right, but is not obligated, to require Licensee to submit the Licensee Application for review by Garmin prior to implementation or publication of the Licensee Application. Garmin may approve or decline the Licensee Application in its sole discretion. In addition to the foregoing, Garmin may, in its sole discretion and at any time, determine that the Licensee Application does not meet all or any part of the Application Requirements or rescind or suspend any License Key, even if the Licensee Application meets the Application Requirements. If Garmin declines a Licensee Application or determines that a Licensee Application does not meet all or any part of the Application Requirements, then Licensee agrees that it will not implement, publish, or otherwise allow any End User to use or access such Licensee Application, unless and until Licensee receives Garmin’s express written approval. None of Garmin’s review, testing, or approval of the Licensee Application limits or relieves Licensee of any responsibilities related to the Licensee Application or limits Garmin’s rights and remedies under this Agreement. 4.3. Licensee acknowledges and agrees that the API and Garmin Brand Features are owned or licensed by Garmin and are licensed, not sold, to Licensee on the terms and conditions set forth in this Agreement. Licensee does not acquire any ownership interest in the API or Garmin Brand Features under this Agreement or any other rights thereto other than ...
Sample 1
License Grants and Ownership. Subject to the terms and conditions of this Agreement, Avid hereby grants to Licensee and its Affiliates, and Licensee and its Affiliates hereby accept, the license specified in each sub-section of this Section 2 selected on the Summary & Signature pages hereof, for the purpose and with rights to sub-license as specified in Section 3, for the term set forth in Section 10 and subject to compliance with the confidentiality obligations of Section 9. Plural sub-sections of this Section 2 may be selected. Each license grant shall be subject to payment by Licensee of any royalty due under Section 4.11, and shall, subject to the provisions of Section 10.2.2 including the running of the period for remedy, be automatically terminated upon breach of the terms of Section 4.11 with an effective termination date of the due date of such royalty payment before application of the provisions of Section 10.2.2. Under this Agreement, Affiliates have all of the same rights and obligations as the Party controlling the Affiliate. All acts or omissions by an Affiliate relating to this Agreement shall be imputed to the controlling Party, including but not limited to acts or omissions which if committed by the controlling Party would constitute either royalty-bearing events, events triggering some other obligation, or breach of this Agreement.
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License Grants and Ownership 
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Related to License Grants and Ownership

  • Employee’s Representations and Warranties Employee represents, warrants, covenants, understands and agrees that: (i) Employee is free to enter into this Agreement; (ii) Employee is not obligated or a party to any engagement, commitment or agreement with any person or entity that will, does or could conflict with or interfere with Employee's full and faithful performance of this Agreement, nor does Employee have any commitment, engagement or agreement of any kind requiring Employee to render services or preventing or restricting Employee from rendering services or respecting the disposition of any rights or assets that Employee has or may hereafter acquire or create in connection with the Services and the results thereof; (iii) other than as required by law, Employee shall not at any time divulge, directly or indirectly, any of the terms of this Agreement to any person or entity other than Employee's legal counsel; (iv) Employee shall not use any material or content of any kind in connection with Employer's products, software or website that is copyrighted or owned or licensed by a party other than Employer or that would or could infringe the rights of any other party; (v) Employee shall not use in the course of Employee's performance under this Agreement, and shall not disclose to Employer, any confidential information belonging, in part or in whole, to any third party; (vi) EMPLOYEE UNDERSTANDS ALL OF THE TERMS OF THIS "AT WILL" EMPLOYMENT AGREEMENT, AND HAS REVIEWED THIS AGREEMENT FULLY AND IN DETAIL PRIOR TO AGREEING TO EACH AND ALL OF THE PROVISIONS HEREOF; and (vii) no statement, representation, promise, or inducement has been made to Employee, in connection with the terms of this Agreement, the execution hereof or otherwise, except as is expressly set forth in this Agreement.

  • General Representations and Warranties The Contractor represents, warrants and covenants that: (i) The Contractor has all requisite power and authority to execute, deliver and perform its obligations under this Contract and the execution, delivery and performance of this Contract by the Contractor has been duly authorized by the Contractor. (ii) There is no pending litigation, arbitrated matter or other dispute to which the Contractor is a party which, if decided unfavorably to the Contractor, would reasonably be expected to have a material adverse effect on the Contractor’s ability to fulfill its obligations under this Contract. (iii) The Contractor will comply with all laws applicable to its performance of the services and otherwise to the Contractor in connection with its obligations under this Contract. (iv) The Contractor (a) owns, or has the right to use under valid and enforceable agreements, all intellectual property rights reasonably necessary for and related to delivery of the services and provision of the services as set forth in this Contract; (b) shall be responsible for and have full authority to license all proprietary and/or third party software modules, including algorithms and protocols, that Contractor incorporates into its product; and (c) none of the services or other materials or technology provided by the Contractor to the State will infringe upon or misappropriate the intellectual property rights of any third party. (v) The Contractor has adequate resources to fulfill its obligations under this Contract. (vi) Neither Contractor nor Contractor’s subcontractors has past state or federal violations, convictions or suspensions relating to miscoding of employees in NCCI job codes for purposes of differentiating between independent contractors and employees.

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