License Terms and Conditions. These terms and conditions shall apply to the Software Licenses and Maintenance Licenses purchased by Customer from iGrafx or Reseller. Any Software License or Maintenance License granted by iGrafx is conditional upon Customer's acceptance of these terms and conditions and Customer's continuing compliance herewith. This Agreement shall supersede any additional or inconsistent provision in any purchase order or elsewhere, and all such additional or inconsistent provisions are hereby expressly rejected and shall not be binding upon iGrafx. Customer hereby agrees that iGrafx's failure to specifically object to any such provision submitted by Customer shall not constitute an acceptance by iGrafx thereof nor shall it constitute an acceptance by iGrafx of any waiver of, or modification to, the provisions hereof.
License Terms and Conditions. All licenses of this Section 3 elected by Company are effective as of the date the parties negotiate and sign a separate license agreement, which will contain indemnity, insurance, and no-warranty provisions, in addition to other customary terms and conditions. Company agrees all licenses will be subject to applicable laws and regulations. License to Joint Technology. Company may, at its option under Section 1.16(B), exclusively license Stanford’s rights in Joint Technology. Copyright Licenses. Company may elect to negotiate a nonexclusive or exclusive (subject to third party rights, if any) royalty-bearing license to use, reproduce, display, distribute and perform computer software developed in the course of the Research Program (Stanford Software) and its documentation for commercial purposes in a designated field of use. Company must elect within three months of notice of Stanford’s disclosure of copyrightable material available for license. Computer software for which a patent application is filed is subject to Section 1.16.
License Terms and Conditions. All licenses of this Section 7 elected by Sponsor are effective as of the date the parties negotiate and sign subsequent license agreement, which will contain indemnity, insurance and no-warranty provisions, in addition to other customary terms and conditions.
License Terms and Conditions. 2.1 Each component part of the Program, including any and all data and databases a part of, and documentation relating to, the Program, and any changes, modifications, revisions, improvements or updates thereto, or derivatives thereof (collectively, the "Changes"), are the proprietary property of Fitch and/or its licensors, and if made available to Licensee, are furnished to Licensee as part of the Program under the License for the term of the License Period solely for Licensee's own internal business use. Reproduction or retransmission, in whole or in part, by Licensee of the Program is strictly prohibited. For purposes of this Agreement, all Changes to the Program are included in the defined term "Program".
2.2 Licensee acknowledges and agrees that Licensee shall (i) only download the Program to one computer (the "Program Computer"), which shall be under the exclusive control of Licensee, and
License Terms and Conditions. All licenses of this Section 2 elected by Company are effective as of the date the parties negotiate and sign a separate license agreement, which will contain indemnity[23], insurance, and no-warranty provisions, in addition to other customary terms and conditions. Company agrees all licenses will be subject to applicable laws and regulations. [24] [25] [23] Many public institutions are required by state law to include terms for indemnity of the institution. Alternative language may exclude indemnity for Institution’s gross negligence or willful misconduct. Institution may agree to indemnify company for damages caused by negligent or intentional acts or omissions of Institution. [24] The term “applicable laws” as found in this university example is vague. It probably refers to jurisdictions where licenses must be filed with the government. [25] Possible addition: In the event that the parties are unable to agree on licensing terms under this §2, the dispute resolution set forth in §11.1 may be invoked by either the Institution or the Company.
License Terms and Conditions. In consideration of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which the Parties acknowledge, and intending to be legally bound, the Parties agree as follows:
License Terms and Conditions. The licenses granted to Company under this Agreement are conditioned on Company’s compliance with the following terms and conditions.
License Terms and Conditions. Any license exercisable pursuant to Section 5.5 hereof to any portion of the Worldspan Software, including all related documentation, in existence (the “Licensed Software”) shall be perpetual, worldwide, non-exclusive, non-sublicensable and non-transferable (except to a Person to which Northwest assigns this Agreement in accordance with the provisions of Section 9.1 hereof) and shall be subject to, and the parties shall comply with, the following terms and conditions:
(a) There shall be no charge to Northwest for such license, except that Northwest shall pay, or reimburse Worldspan for, any payments to third parties required in connection with such license, unless such license becomes effective as a result of a Termination at Worldspan’s Expense, in which event Worldspan shall pay, or reimburse Northwest for, any commercially reasonable Software Consent Costs (but not any ongoing or recurring payments) required in connection with such license; provided, however, that the total amount that Worldspan may be required to pay, or reimburse Northwest for, under this subsection (a) shall not exceed $1,000,000 in the aggregate.
(b) Upon the request and at the expense of Northwest, Worldspan shall promptly deliver to Northwest a fully executable copy of the Licensed Software, including all related databases. In the event that, along with the Licensed Software, Worldspan delivers to Northwest additional Worldspan Software that cannot be readily separated from the Licensed Software, Northwest agrees that it shall not be authorized to, and shall not, use any such additional Worldspan Software for any purpose and that Worldspan shall be entitled to from time to time, at its expense and in a manner that does not unduly disrupt Northwest’s operations, replace the Licensed Software with a fully executable copy thereof that replaces the prior copy of the Licensed Software in all respects but does not include such additional Worldspan Software. Northwest shall be authorized to make additional copies of the Licensed Software for the purposes permitted herein and may make derivative works from such copies. Any such additional copies and derivative works shall be considered part of the Licensed Software.
(c) The Licensed Software may be used only (i) for the internal purposes of the Northwest Service Users and Strategic Partners of Northwest, which internal purposes shall in either case be associated with the air transportation businesses of the Northwest Service Users and Str...
License Terms and Conditions. These terms and conditions shall apply to any Software License or other license purchased under the terms of this Agreement by Licensee from COREL or an Academic Reseller. Any Software License or other license purchased under the terms of this Agreement granted by COREL is conditional upon Licensee's acceptance of these terms and conditions and Licensee's continuing compliance herewith. Licensee may accept these terms and conditions by executing a Corel Academic Site License Agreement referencing these Terms and Conditions, by written acknowledgment or by acceptance of, or payment for, any of COREL's products or services or in any other fashion, including the acceptance of the delivery of Software. In any event, Licensee shall be deemed to have accepted these terms and conditions unless they are expressly rejected in writing within ten (10) days of Licensee's receipt of the License Certificate. The agreement between COREL and Licensee resulting from such acceptance is hereinafter referred to as the "Agreement". The Agreement, which includes these terms and conditions, shall supersede any additional or inconsistent provision in any purchase order or elsewhere, and all such inconsistent provisions are hereby expressly rejected and shall not be binding upon COREL. Licensee hereby agrees that COREL's failure to specifically object to any such provision submitted by Licensee shall not constitute an acceptance by COREL thereof nor shall it constitute an acceptance by COREL of any waiver of, or modification to, the provisions hereof. In the event of a conflict between the XXXX associated with the Software and these terms and conditions, these terms and conditions shall prevail.
License Terms and Conditions. (a) During any Negotiation Period, Sunesis shall make an offer of terms and conditions for a License where BMS would obtain exclusive worldwide rights and joint responsibility for the further manufacture, Development or Commercialization of the Licensed Product for all indications. The terms and conditions of the foregoing license shall include but not be limited to Sunesis and BMS co-developing and co-commercializing the Licensed Product, including equal participation in co-commercialization of the Licensed Product in the U.S.
(b) For clarity, any License agreement between Sunesis and BMS shall include a grant to BMS by Sunesis of those license rights required for BMS to carry out the manufacture, Development or Commercialization anticipated by such License agreement, including without limitation (i) a grant back to BMS of rights under the BMS Know-How and BMS Patent Rights, and (ii) a grant to BMS under other know-how and patent rights Controlled by Sunesis with respect to the Licensed Compound and Licensed Product that are subject to the License, in each case as required for BMS to fulfill its obligations under such License agreement.
