License to Assignor Sample Clauses

License to Assignor. (a) Assignee hereby grants Assignor a royalty-free non-exclusive license with respect to any and all improved, updated and enhanced Source Programs and EIS Expert Instructors System which may be designed, developed and implemented by Assignee, or for Assignee by its agents, employees and consultants, for use (including, without limitation, the right to sublicense such use) exclusively in Sumitomo Nautilus Clubs an Japan pursuant to the Franchise Agreement.
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License to Assignor. Notwithstanding the foregoing provisions making and establishing a present and absolute transfer and assignment of the Leases and the Rents arising therefrom, so long as no Event of Activation shall have occurred, Assignor shall have the right and license to occupy the Property as landlord or otherwise, to collect, use, and enjoy the Rents payable under and by virtue of any Lease, but only as the same become due under the provisions of such Lease, and to enforce the covenants of each Lease. Upon the occurrence of any Event of Activation, such right and license of the Assignor shall immediately terminate and become void and of no effect; and such right and license shall not at any time thereafter be, or be deemed to be, reinstated except with the express written consent of Assignee specifically reinstating such right and license. Notwithstanding the foregoing, Assignor acknowledges that it is the intention of the parties hereto that this Assignment fully and presently perfects the interest of Assignee in all leases, Rents and profits arising from the Property without the necessity of an Event of Activation. Assignor shall have no right to grant any other assignment of any Rents or other benefits of the Property subject to this Assignment without the express prior written consent of Assignee; the existence of such right and license shall not at any time operate to subordinate this Assignment to any subsequent assignment by Assignor, in whole or in part; and any such subsequent assignment by Assignor shall be subject in all respects to the rights of Assignee hereunder and under the Deed of Trust and other Loan Documents.
License to Assignor. Notwithstanding the assignment of the claimed inventions described above in Section 1.1, pursuant to this Agreement, upon assignment of the claimed inventions to Assignee, Assignee shall be deemed to have granted the following licenses to Assignor as follows:
License to Assignor. Unless and until there shall have occurred and be continuing a Default, Assignee hereby grants to Assignor the exclusive right and license under the Intellectual Property to make, have made for it, use and sell the inventions disclosed and claimed in the Intellectual Property, and otherwise use the Intellectual Property, for Assignor's own benefit and account to grant sublicenses under the license granted to Assignor under this Section 9 which are granted in the ordinary course of Assignor's business. Assignor agrees not to otherwise sell or assign or in any way transfer its interest in, or grant any sublicense under, the license granted to Assignor under this Section 9, without the prior written consent of Assignee, which consent shall not be unreasonably withheld.
License to Assignor. Non-Solicit Effective upon the payment of the OAKWOOD IP PAYMENT #1 and the conveyance, transfer and assignment of the IP to Assignee, the Assignee grants to ASU and OAKWOOD a non-exclusive, royalty-free, non-transferrable and non-sublicensable license in the U.S. (subject to Assignor fulfilling all its obligations pursuant to this Agreement) to use the IP related to prior work, operating history and project references and solely limited to the extent necessary to: (i) service existing commercial obligations under those certain engineering, procurement and construction agreements stated in EXHIBIT B, attached hereto, and (ii) permit ASU and OAKWOOD to perform ADANI majority-owned or -controlled, related-party, affiliate (non-third-party) solar development and engineering, procurement, and construction services in the U.S. For the sake of clarity, the parties acknowledge and agree that nothing in this Agreement precludes or prevents ASU and OAKWOOD from performing ADANI majority-owned or -controlled, related-party, affiliate solar development and engineering, procurement, and construction services in the U.S. Assignor agrees not to solicit for employment by it or its affiliates any current or future employees of Assignee or its affiliates.
License to Assignor 

Related to License to Assignor

  • Exception to Assignments I understand that the provisions of this Agreement requiring assignment of Inventions to the Company do not apply to any invention which qualifies fully under the provisions of California Labor Code Section 2870 (attached hereto as Exhibit B). I will advise the Company promptly in writing of any inventions that I believe meet the criteria in California Labor Code Section 2870 and not otherwise disclosed on Exhibit A.

  • Consent to Assignment The Assignor hereby irrevocably assigns the Agreement in all respects to the Assignee and the Assignee accepts the assignment thereof in all respects.

  • Right to Assign Each Lender shall have the right at any time to sell, assign or transfer all or a portion of its rights and obligations under this Agreement, including all or a portion of its Commitment or Loans owing to it or other Obligations (provided, however, that pro rata assignments shall not be required and each assignment shall be of a uniform, and not varying, percentage of all rights and obligations under and in respect of any applicable Loan and any related Commitments):

  • SUBLICENSING AND ASSIGNMENT Controlled Affiliate shall not, directly or indirectly, sublicense, transfer, hypothecate, sell, encumber or mortgage, by operation of law or otherwise, the rights granted hereunder and any such act shall be voidable at the sole option of Plan or BCBSA. This Agreement and all rights and duties hereunder are personal to Controlled Affiliate.

  • Sublicense (a) The license granted in Paragraph 2.1 includes the right of LICENSEE to grant Sublicenses to third parties during the Term but only for as long as the license to Patent Rights is exclusive.

  • Grant of License to Use Intellectual Property For the purpose of enabling the Notes Collateral Agent to exercise rights and remedies under this Agreement at such time as the Notes Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor shall, upon request by the Notes Collateral Agent at any time after and during the continuance of an Event of Default, grant to the Notes Collateral Agent an irrevocable (until the termination of the Indenture) nonexclusive license (exercisable without payment of royalty or other compensation to the Grantors) to use, license or sublicense any of the Collateral now owned or hereafter acquired by such Grantor, and wherever the same may be located, and including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout thereof; provided, however, that nothing in this Section 3.03 shall require Grantors to grant any license that is prohibited by any rule of law, statute or regulation or is prohibited by, or constitutes a breach or default under or results in the termination of any contract, license, agreement, instrument or other document evidencing, giving rise to or theretofore granted, to the extent permitted by the Indenture, with respect to such property; provided, further, that such licenses to be granted hereunder with respect to Trademarks shall be subject to the maintenance of quality standards with respect to the goods and services on which such Trademarks are used sufficient to preserve the validity of such Trademarks. The use of such license by the Notes Collateral Agent may be exercised, at the option of the Notes Collateral Agent, during the continuation of an Event of Default; provided that any license, sublicense or other transaction entered into by the Notes Collateral Agent in accordance herewith shall be binding upon the Grantors notwithstanding any subsequent cure of an Event of Default.

  • Sublicense Agreements Sublicenses shall only be granted pursuant to written agreements, which shall be in compliance and not inconsistent with and shall be subject and subordinate to the terms and conditions of this Agreement (each, a "Sublicense Agreement"). Each such sublicense agreement shall contain, among other things, provisions to the following effect:

  • Valid Assignment No Receivable has been originated in, or is subject to the laws of, any jurisdiction under which the sale, transfer, assignment and conveyance of such Receivable under this Receivables Purchase Agreement or the Sale and Servicing Agreement or the pledge of such Receivable under the Indenture is unlawful, void or voidable or under which such Receivable would be rendered void or voidable as a result of any such sale, transfer, assignment, conveyance or pledge. The Seller has not entered into any agreement with any account debtor that prohibits, restricts or conditions the assignment of the Receivables.

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