Licensed Rights. (a) (i) BNYM hereby grants to Company a limited, nonexclusive, nontransferable license to access and use the Licensed System in the United States through its employees (other than as expressly permitted otherwise by Section 2.1(a)(ii) below), solely in accordance with applicable Documentation, through the interfaces and telecommunication lines designated by BNYM, strictly for the internal business purposes of the Company, solely in support of the Core Services and solely for so long as any applicable fees are paid by Company.
Licensed Rights. Subject to the terms and conditions of this Agreement, Spirent grants to Customer a limited, nonexclusive, nontransferable license, without right of sublicense except as set out in Section 1.4, to use, solely for Customer’s internal business purposes, the Software, in object code form only and only in accordance with (a) the technical specification documentation generally made available by Spirent to its customers with regard to the Software (“Documentation”), (b) this Agreement and (c) any term, user, number of licenses or other restrictions set forth in the applicable Spirent quotation (“Quote”) or, if not expressly specified in such Quote, the number of licenses, users and/or test sessions for the part numbers listed in Spirent’s price list as of the date of such Quote. Licenses designated as subscription” licenses are for a twelve (12) month period only (unless otherwise designated in the Quote) and shall automatically renew for subsequent periods of the same length at the then-current price unless either party provides the other party with notice of cancellation thirty (30) days or more prior to the expiration of the then-current term. Software shall also include any Documentation and any maintenance and support releases, improvements, enhancements, and other updates of the same Software product provided to Customer under this Agreement. The Quote may specify the following license type for each license of the Software, or abbreviation thereof: instances may be executed at any one time. Spirent’s prior written consent. Spirent and Customer may agree on alternate types of licenses as set forth in a Quote. If no license type is specified in a Quote, the Software may be licensed as a one-year subscription of a single Named license.
Licensed Rights. Licensor has or will have the right to grant to Licensee the Licensed Rights to the Licensed Content in the Territory set forth in this Agreement, including the necessary literary, artistic, technological and intellectual property rights;
Licensed Rights. 2.1 Subject to Section 2.2 below, Rockefeller grants to the Company and its Affiliates the following licenses:
(a) an exclusive, worldwide, royalty-bearing license under the Licensed Technology, with the right to grant and authorize sublicenses, to make, have made, import, have imported, use, sell, offer for sale and otherwise exploit the Licensed Products in any country of the Territory; and
(b) a non-exclusive, worldwide, royalty-free, irrevocable license under the Improvement Technology, with the right to grant and authorize sublicenses, to make, have made, import, have imported, use, sell, offer for sale and otherwise commercialize products and services in any country of the Territory.
2.2 The licenses granted by Rockefeller in Section 2.1 (a) above are subject to any limitations on Rockefeller's rights arising under the provisions of the following:
(a) 00 Xxxxxx Xxxxxx, Section 201 et seq., and regulations and rules promulgated thereunder and any agreements implementing the provisions thereof, or
(b) other applicable laws or regulations to which Rockefeller may be subject; or [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.
(c) Rockefeller's Institutional Patent Agreement with the United States Department of Health and Human Services, dated June 15, 1973, as amended, which is its formal agreement with the United States Government to implement the cited provisions of the U.S. Code.
2.3 Rockefeller shall promptly notify the Company of any Improvement Technology of which it acquires knowledge and provide the Company all available information relating thereto.
2.4 The licenses herein granted shall continue for the lives of any issued patents hereunder as the same or the effectiveness thereof may be extended by any governmental authority, rule or regulation applicable thereto.
Licensed Rights. Pursuant to the terms and conditions and subject to the exceptions and exclusions contained herein, Licensor hereby licenses to Licensee, on an exclusive basis, throughout the Territory during the Term, to the full extent of rights owned or controlled by Grupo Televisa now or in the future, with respect to Licensed Content originally produced in the Spanish language or with Spanish subtitles, the following rights (collectively, the “Licensed Rights”):
Licensed Rights. Licensor hereby grants to Licensee those rights listed in Sections 3(a) through (i) below, subject to the limitations set forth therein and in Section 3(j) below.
(a) a nonexclusive, royalty-bearing license in the ELL Field in the Territory to use, display, perform, promote, distribute, and sell the HMH ELL Destination Products, as part of an ELL service;
(b) a nonexclusive, royalty-bearing license in the ELL Field in the Territory to use, display, perform, promote, distribute, and sell the HMH ELL Other Products solely to the extent included in any HMH ELL Other Products Derivative Works, as part of an ELL service;
(c) a nonexclusive, royalty-bearing license to, in the exercise of the above licenses, offer a Pre-K/K Curriculum Offering in a Learning Center as part of an ELL offering made available in such Learning Center, which Pre-K/K Curriculum Offering may use or otherwise incorporate an unlimited amount of the applicable HMH Product identified in the applicable license grant in unaltered shelf form (i.e., without a requirement to create a derivative work before using such HMH Product); provided that the instruction for such Pre-K/K Curriculum Offering is in English;
(d) a nonexclusive, royalty-bearing license in the ELL Field in the Territory to display, perform and distribute the Software, in object code form only, and associated enduser documentation, alone or as part of other software products, solely for the purpose of making the HMH ELL Products available in accordance with the license in Section 3(a)-(c) above;
(e) a nonexclusive, royalty-bearing license to use the Destination Marks to advertise and promote in the ELL Field in the Territory any products or services;
(f) a nonexclusive, royalty-bearing right during the ten (10) year period following the Effective Date of the Master License Agreement to use the Attribution Language to advertise and promote in the Territory and the ELL Field any products or services which, when measured on an individual title basis and measured by lesson or page count, are comprised of more than 50% content from HMH ELL Products;
(g) a nonexclusive, royalty-bearing license to use the Rise Marks to use, advertise, promote, distribute, and sell in the ELL Field in the Territory Rise Products;
(h) a nonexclusive, royalty-bearing license in the ELL Field in the Territory to use, display, perform, promote, distribute, and sell the Customized Products, as part of an ELL service;
(i) a nonexclusive, royalty-bearing licens...
Licensed Rights. Subject to the terms and conditions of this Agreement, Spirent grants to Customer a limited, nonexclusive, nontransferable license, without right of sublicense, to use, solely for Customer’s internal business purposes, the Software, in object code form only and only in accordance with (a) the technical specification documentation generally made available by Spirent to its customers with regard to the Software (“Documentation”), (b) this Agreement and (c) any term, user, number of licenses or other restrictions set forth in the applicable Spirent quotation (“Quote”) or, if not expressly specified in such Quote, the number of licenses, users and/or test sessions for the part numbers listed in Spirent’s price list as of the date of such Quote. Licenses designated as “subscription” licenses are for a twelve (12) month period only (unless otherwise designated in the Quote), and shall automatically renew for subsequent periods of the same length at the then-current price unless either party provides the other party with notice of cancellation thirty (30) days or more prior to the expiration of the then-current term. Software shall also include any Documentation and any maintenance and support releases, improvements, enhancements, and other updates of the same Software product provided to Customer under this Agreement. The Quote shall specify the license type for each license of the Software:
Licensed Rights. Licensed Content may be used in any way consistent with the rights granted below and not otherwise restricted (see Restricted Uses below). Subject to those restrictions and the rest of the terms of this Agreement, the rights granted to You by Jukin Media are dependent on the type of license You choose:
Licensed Rights. (a) BNYM hereby grants to Company a limited, nonexclusive, nontransferable license to access and use the Licensed System in the United States through its employees at locations approved by BNYM in its sole discretion, solely in accordance with applicable Documentation, through the interfaces and telecommunication lines designated by BNYM, strictly for the internal business purposes of the Company, solely in support of the services provided by BNYM under the Main Agreement and solely for so long as any applicable fees are paid by Company. Company may not, and shall not under any circumstances: (i) grant sublicenses to any right granted by this Section 2.1 or subcontract or delegate any right granted by this Section 2.1 or subcontract for or delegate the performance of any activities or functions involved in accessing or using the Licensed Systems, and any such grant, subcontracting or delegation is void; or (ii) use the Licensed System to provide services to third parties, other than shareholders of its Funds, or for any other purpose, unless expressly authorized by the terms of Exhibit 2.
(b) For clarification: Company may not access or use the Licensed System or the Licensed Rights (as defined below) outside the United States except upon the prior written consent of BNYM granted in its sole and absolute discretion.
(c) The grant of rights in this Section 2.1 shall be construed narrowly. No grant of license is made hereunder to Company or any other party, except the license to Company expressly provided in this Section 2.1. The rights granted by this Section 2.1 shall immediately terminate without further action required on anyone's part, including without prior notification, upon the termination or expiration of the Agreement. BNYM and its licensors reserve all rights in the BNYM System not expressly granted to Company in this Section 2.1. Nothing in this Section 2.1 shall be construed to give Company rights of any nature in source code. The rights granted to Company by this Section 2.1 are sometimes referred to herein as the "Licensed Rights".
Licensed Rights a) In respect of the Licensed Site, The Company of Biologists grants to the Licensee, during the Term, subject to and in accordance with the terms of this Licence (including the Copyright Policy), a non- exclusive, non-transferable Licence (subject to payment of the Licence Fee) to access and use the Licensed Materials and to allow Authorised Users to access and use the Licensed Materials in accordance with the terms of this Licence via Secure Authentication.
b) This Licence covers access by Authorised Users from the Licensed Sites using the Registration Information.
c) Sharing of online subscriptions with unauthorised users is not allowed. The Licensee shall ensure that Authorised Users may only access the Licensed Materials via the Licensee’s Secure Network. Use via open proxies and other less than ‘Two Factor Authenticated’ proxy servers are prohibited. In the event that the Licensee requests remote access by Authorised Users other than via the Secure Network, the Licensee shall be required to notify The Company of Biologists, and if The Company of Biologists agrees to such remote access, the Licensee shall inform The Company of Biologists of the specific IP address of the proxy server and deploy two factor authentication for off-site Authorised Users, namely that each Authorised User may only access the Licensed Materials by inputting either:
(i) a username and a password; (ii) a staff ID and a PIN; or (iii) an email address and a software token. Proxy servers that only require a staff ID to log in (without additional password) are not allowed for authenticating users.
d) This Licence is not intended to cover negotiated pricing for consortia use (for which a consortia Licence would be required).
