Common use of License to Marketing Materials Clause in Contracts

License to Marketing Materials. Each of Prodigy and Operating Partnership shall grant to SBC and its Affiliates and their respective distributors of Prodigy Services a non- transferable, non-exclusive, fully-paid, royalty-free right and license to use any marketing materials developed by Prodigy or Operating Partnership for the sole purpose of Marketing the Prodigy Service, including the right to create derivative works based upon such Prodigy or Operating Partnership materials; provided, that, SBC include any proprietary rights, notices or legends included on the Prodigy or Operating Partnership materials. SBC shall provide Prodigy and Operating Partnership copies of all such derivative works at least 5 Business Days prior to their use, and Prodigy and Operating Partnership shall receive a non-transferable, non-exclusive, fully-paid, royalty-free license to use such derivative works for the sole purpose of Marketing the Prodigy Service; provided, however, that in the event the use by SBC and its Affiliates or their respective distributors of such derivative works is not within Prodigy's and Operating Partnership's reasonable guidelines for the use of such derivative works, as provided in writing from time to time to SBC, the use of such derivative works will be subject to the consent of Prodigy and Operating Partnership (which consent shall not be unreasonably withheld).

License to Marketing Materials. Each At the Closing, each of Prodigy and Operating Partnership shall grant to SBC and its Affiliates and their respective its distributors of Prodigy Services a non- non-transferable, non-non- exclusive, fully-paid, royalty-free right and license to use any marketing materials developed by Prodigy or Operating Partnership for the sole purpose of Marketing the Prodigy Service, including the right to create derivative works based upon such Prodigy or Operating Partnership materials; provided, that, SBC -------- ---- include any proprietary rights, notices or legends included on the Prodigy or Operating Partnership materials. SBC shall provide Prodigy and Operating Partnership copies of all such derivative works at least 5 Business Days prior to their use, and Prodigy and Operating Partnership shall receive a non-transferable, non-exclusive, fully-fully- paid, royalty-free license to use such derivative works for the sole purpose of Marketing the Prodigy Service; provided, however, that in the -------- ------- event the use by SBC and its Affiliates or their respective distributors of such derivative works is not within Prodigy's and Operating Partnership's reasonable guidelines for the use of such derivative works, as provided in writing from time to time to SBC, the use of such derivative works will be subject to the consent of Prodigy and Operating Partnership (which consent shall not be unreasonably withheld).

License to Marketing Materials. Each At the Closing, each of Prodigy and Operating Partnership shall grant to SBC and its Affiliates and their respective its distributors of Prodigy Services a non- non-transferable, non-non- exclusive, fully-paid, royalty-free right and license to use any marketing materials developed by Prodigy or Operating Partnership for the sole purpose of Marketing the Prodigy Service, including the right to create derivative works based upon such Prodigy or Operating Partnership materials; provided, that, SBC include any proprietary rights, notices or legends included on the Prodigy or Operating Partnership materials. SBC shall provide Prodigy and Operating Partnership copies of all such derivative works at least 5 Business Days prior to their use, and Prodigy and Operating Partnership shall receive a non-transferable, non-exclusive, fully-fully- paid, royalty-free license to use such derivative works for the sole purpose of Marketing the Prodigy Service; provided, however, that in the event the use by SBC and its Affiliates or their respective distributors of such derivative works is not within Prodigy's and Operating Partnership's reasonable guidelines for the use of such derivative works, as provided in writing from time to time to SBC, the use of such derivative works will be subject to the consent of Prodigy and Operating Partnership (which consent shall not be unreasonably withheld).