License to Buyer. Seller hereby grants to Buyer a [***] under the [***], for Buyer to use solely in connection with [***] provided, that with respect to [***], Buyer [***]; provided further, that, Seller shall promptly respond to Buyer’s reasonable requests for information regarding [***] in a manner sufficient for Buyer to comply with its obligations under this Section 2.2(c) ([***]). The Parties acknowledge and agree that [***] is solely intended to grant Buyer [***], and that this license does not require Seller to [***].
License to Buyer. (i) Subject to the terms and conditions of this Agreement, as part of the consideration of this Agreement (with no other payment due), Seller hereby grants to Buyer and its Affiliates, commencing on the Effective Date, a perpetual, irrevocable, worldwide, non-sublicensable (except as expressly permitted by, and in accordance with, clause (iv) below), non-transferable (except as expressly permitted by, and in accordance with, Section 12.09), right and license under the Seller TM IP, solely as necessary for Buyer and its Affiliates to (A) use, sell, offer for sale, import, export, and maintain, in each case solely within the O&G Segment, Product and Spare Parts acquired by Buyer or any of its Affiliates under this Agreement, (B) provide field services for, and perform field repairs for, in each case, Buyer’s or any of its Affiliates’ end customers solely within the O&G Segment, for Product and Spare Parts acquired by Buyer or any of its Affiliates under this Agreement, and (C) make and have made Spare Parts listed in Appendix 5 for TM2500 packaging (but not for the LM2500 itself) for use on Product acquired by Buyer or any of its Affiliates under this Agreement; provided, that, for the avoidance of doubt, the foregoing license does not include any right to use any Seller TM IP outside of the O&G Segment. In the event of a conflict between the rights granted under this Section 11.01(b) and the provisions of the Seller Standard Terms, the rights granted under this Section 11.01(b) shall govern and control.
License to Buyer. Seller hereby grants to Buyer an exclusive (with respect to business operations related to the Business, the Products or the Development Products as of the Closing, and in any other respect, nonexclusive), transferrable (but solely in connection with a sale of all or substantially all of the assets related to the Business), sublicensable (through multiple tiers, but in each case, solely within the scope of the license to Buyer), worldwide, perpetual, irrevocable, paid-up and royalty-free license under the Intellectual Property (other than the Transferred Intellectual Property) as of the Closing (including any intellectual property rights therein, but excluding any Marks) for Buyer’s use in connection with its business operations related to the Business, the Products or the Development Products.
License to Buyer. (a) With respect to Information furnished to Buyer for its own use, Seller grants to Buyer a personal, non-transferable (except as otherwise provided in this Article) and non-exclusive license to use Information for its own business operations.
License to Buyer. Effective as of the Closing, and subject to the provisions hereof, Seller and the Seller Subsidiaries hereby grant, and agree to grant, to Purchaser and its Subsidiaries a worldwide, irrevocable, perpetual, non-exclusive, fully paid-up, transferable, and sublicensable (subject to Section 5.22(c)) license in, to and under the Seller Licensed IP to use and exploit the same in connection with the current and future operation of the Business in any field.
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License to Buyer. To the extent that Sellers own any Intellectual Property (other than the Acquired Intellectual Property) that is necessary to enable Buyer to conduct the Business immediately after the Closing in the same manner as conducted by Sellers during the twelve (12)-month period immediately preceding the date hereof (such Intellectual Property, the “Retained Business IP”), effective as of the Closing, each of the Sellers hereby grants to Buyer a perpetual, irrevocable, non-exclusive, royalty-free, worldwide, non-transferable (except in connection with the transfer of all or substantially all of the business to which this license pertains) and non-sublicensable license to use the Retained Business IP owned by such Seller for the purposes of Exploiting the Products.
License to Buyer. (i) Seller hereby grants to Buyer, and Buyer hereby accepts, a non-exclusive, perpetual, irrevocable, worldwide, royalty-free, fully paid-up right and license, with the right to sublicense in accordance with Section 7.12(a)(iii) below, to use, reproduce, create derivative works of, distribute, display, and perform the Retained Business Know-How solely for purposes of operating the Business.
License to Buyer. In the event that a license under any of the ---------------- Excluded Patents (including, without limitation, any continuations, divisionals, continuations-in-part, reexaminations or reissues) is required in order for Buyer to operate the Business following the Closing as it is currently conducted or currently proposed by Seller to be conducted, then, at such time, this Agreement shall be deemed to have conveyed to Buyer, without any further action on the part of any of the parties hereto, an irrevocable, non-exclusive, royalty-free and fully paid-up worldwide, perpetual license under any such Excluded Patents to make (including the right to use any apparatus and practice any method in making), use, import, offer for sale, lease, sell and/or otherwise transfer products, or have one or more of Buyer's agents, contractors or manufacturers do the same on Buyer's behalf, solely in connection with Buyer's operation of the Business as currently conducted or currently proposed by Seller to be conducted. Each of Parent, Affiliate and Seller shall promptly apply for or otherwise seek, and use commercially reasonable efforts to obtain, all consents and approvals required to be obtained by it in connection with any such license.
License to Buyer. 12 4.1 License of Licensed Intellectual Property..................12 4.2 Bankruptcy.................................................13
