Licensee Obligations Sample Clauses
Licensee Obligations. 3.1 The Licensee is responsible for the installation, operation and maintenance of telecommunication lines, equipment, software and other arrangements necessary for the Licensee to receive the Licensed Data from the LME.
3.2 The Licensee shall comply with the terms of any notified and commercially reasonable policy issued by the LME regarding the use of LME Data, including where applicable, any requirements to report to the LME and/or pay fees to the LME in respect of certain transactions undertaken by the Licensee using LME Data, or as otherwise required under the terms of such policy.
3.3 The Licensee shall procure and ensure the Licensee Personnel's compliance with the terms of this Agreement, and shall be entirely liable and responsible for any non-compliance and loss relating to such non-compliance (such being considered a breach by the Licensee).
Licensee Obligations. The Licensee must at all times: (a) ensure that only an Authorized User may use the Product and only for Authorized Use in accordance with the terms and conditions of this Agreement; (b) promptly advise Balsamiq, including in writing, if the Licensee becomes aware of any unauthorized use or distribution of the Product by any person.
Licensee Obligations. 3.1 The Licensee is responsible for the installation, operation and maintenance of telecommunication lines, equipment, software and other arrangements necessary for the Licensee to receive the Licensed Data from the LME.
3.2 The Licensee shall comply with the terms of any notified and commercially reasonable policy issued by the LME regarding the use of LME Data, including where applicable, any requirements to report to the LME and/or pay fees to the LME in respect of certain transactions undertaken by the Licensee using LME Data, or as otherwise required under the terms of such policy (provided that such policies shall apply equally to all licensees using Licensed Data for the same use case).
3.3 The Licensee shall procure and ensure the Licensee Personnel's compliance with the terms of this Agreement, and shall be entirely liable and responsible for any non-compliance and loss relating to such non-compliance (such being considered a breach by the Licensee).
Licensee Obligations. The Licensee must at all times: (a) ensure that only an Authorized User may use the Product and only for Authorized Use in accordance with the terms and conditions of this Agreement; (b) promptly advise Xxxxxxxx, including in writing, if the Licensee becomes aware of any unauthorized use or distribution of the Licensee's License Information (Name and Key) by any person.
Licensee Obligations. 5.1 The obligations in this paragraph 5 of this Schedule apply in addition to those listed in clause 3 of the LME Market Data Licence General Terms.
5.2 The Licensee shall Report to the LME any Subscriber Access to the Data as defined in the LME Policy.
5.3 To the extent the Licensee does not submit a Report within the timeframe set out in the LME Policy, the Licensee shall pay to the LME 5% of the value of the Fees payable by the Licensee in respect of the previous Reporting Period for each complete calendar month that the Report remains outstanding. The LME shall invoice the Licensee for each applicable late reporting payment and such invoices shall be paid in accordance with clause 5 of the Market Data General Terms.
5.4 The Licensee will be solely responsible to all the Licensee Personnel, and shall assume all risk associated with, any opinions, recommendations, forecasts or other comments made or actions taken by the Licensee, based in whole or in part on the Data as incorporated in the Service.
5.5 The Licensee shall be responsible for controlling access to the Data by the Licensee's Personnel who use the Data pursuant to this Agreement (“Internal Use”). The Licensee is required to Report details of this Internal Use to the LME as further described in the LME Policy.
5.6 The Licensee is entirely responsible for ensuring that the Service and Subscriber Agreements comply with all applicable laws and regulations.
5.7 The Licensee shall at all times remain responsible for access by and for ensuring due compliance by Recipients that have entered into a Subscriber Agreement and Redistributors with the applicable terms and conditions of this Agreement.
Licensee Obligations. 4.1 Licensee will (i) comply with all applicable laws, statutes, regulations and ordinances, (ii) only use the Products for legitimate business purposes that may include sending and receiving business and personal email or Web Content by its employees, and (iii) not use the Products to construct or transmit Spam, Malware, or excessive email.
4.2 Licensee acknowledges that certain Products may be configured by Licensee to capture files for submission to other Products for Malware analysis. The Product analyzing files may archive Malware code extracted from such files. If Licensee downloads such extracted Malware code, Licensee recognizes the risk associated with Malware code, and any use by Licensee of Malware code is at Licensee’s sole risk and liability.
4.3 Licensee acknowledges that the scoring and content by some Products is based on available information at the time it is gathered and may be incomplete, misinterpreted, and is subject to change at any time. As such it is provided for informational purposes only, and Licensee is solely responsible for decisions Licensee makes regarding its use of Applications or services based on such information.
4.4 Licensee is responsible for (i) having the authority, rights, or permissions to use all domains registered to the Products,
Licensee Obligations. 4.1. Licensee acknowledges its obligation to and agrees to use the NCOALink Product and other Service Materials only within the Scope and Purpose of this Agreement as set forth above and only to provide Services using the NCOALink Product with Licensee’s Mail Processing Equipment with an NCOALink MPE Interface Product on one or more Platforms in accordance with the Licensee Performance Requirements and/or to Update its own prepared Mailpieces for acceptance and delivery by USPS, and otherwise in accordance with this Agreement.
4.2. Licensee agrees that to use the NCOALink Product and other Service Materials outside of the Scope and Purpose breaches the terms of this Agreement.
4.3. Licensee agrees that it violates this Agreement to provide Services to an Entity located or operating outside of the Territory or using the Updated Mailpieces outside of the Territory.
4.4. Licensee acknowledges and agrees that this Agreement does not include any right to disassemble, reverse engineer, outsource, reproduce, publicly distribute, or sublicense the NCOALink Product or other Service Materials.
4.5. Licensee acknowledges and agrees that this Agreement grants the right to use the NCOALink Product to provide Services under this Agreement and to Update Licensee’s Mailpieces, and not any right to change the NCOALink Product or the NCOALink MPE Interface Product in any manner.
4.6. Licensee alone, to the exclusion of USPS, has the responsibility to possess and/or maintain contemporaneous access to the most current copy of the Licensee Performance Requirements as well as any changes and/or new requirements made from time to time by USPS. The most current copy of the Licensee Performance Requirements shall be available upon the designated USPS web site.
Licensee Obligations. (a) Licensee acknowledges and agrees that, it is the owner and/or operator of the Licensee Platform; that it shall deploy the PlayJam Channel Applications on the Licensee Platform in the Territory in accordance with the terms of this Exhibit C-3 and/or this Agreement; and that it shall obtain any broadcast clearances, licenses and consents required in relation thereto.
(b) Licensee further acknowledges and agrees that it is responsible for ensuring that the content of the PlayJam Channel Applications complies with the applicable laws, rules, regulatory codes, orders and directions enacted within the Territory relating to the content of the PlayJam Channel Applications or issued from time to time by any competent regulatory authority within the Territory. Licensee shall, within 30 days of delivery of the PlayJam Channel Applications and within 5 working days of receipt of a Content Update, check and approve the content of the PlayJam Channel Applications as in compliance with all such applicable laws, rules, regulatory codes orders and directions and shall notify OPENTV in writing of any changes required to be made to the PlayJam Channel Applications in order for the PlayJam Channel Application to so comply. If, subsequent to such approvals, the PlayJam Channel Applications (or any part thereof) are found or reasonably believed to be in breach of any such laws, rules, regulatory codes orders and directions then the Licensee shall notify OPENTV in writing and OPENTV shall modify or edit the PlayJam Channel Applications in accordance with Licensees reasonable instructions. Such modifications or edits may, at OPENTV’s discretion be charged to Licensee at cost by OPENTV. Licensee hereby indemnifies OPENTV for all costs, damages, expenses, claims and losses incurred by OPENTV or OPENTV’s licensor (including reasonable legal fees) as a result of a breach by Licensee of this clause.
(c) Licensee shall during the requisite license period deploy the Commercially Deployed Channel on the Licensee Platform and shall provide such uplink facilities and bandwidth capacity as permits the Commercially Deployed Channel to be deployed effectively on the Licensee Platform at any one time.
(d) Licensee understands and acknowledges that the PlayJam Channel Applications will be broadcast in the English language in the Licensee Territory.
Licensee Obligations. 4.1 All obligations in this Schedule 2 apply in addition to those listed in the LME Market Data Licence General Terms.
4.2 The Licensee shall not use the Licensed Data to create a Benchmark, except with the prior written approval of the LME. Where the LME provides such approval, the following shall apply:
(a) The Licensee shall be permitted to create the Derived Product Benchmarks.
(b) In addition to the Permitted Use, the Licensee may allow the use of these Derived Product Benchmarks by “supervised entities”, as defined in the Benchmark Regulation.
Licensee Obligations. Licensee shall monitor and censor all Content on the websites associated with the Licensed Domain Names, including without limitation Content posted by end users. Licensor shall also have the right to monitor and censor Content of the websites associated with Licensed Domain Names. Licensee shall remove any offending Content, including, but not limited to, any illegal materials, pornographic, obscene or sexually explicit materials, materials of a violent nature, or politically sensitive materials, from such websites as soon as possible after it becomes aware of such offending Content but in no event later than the timeframe prescribed by the Governmental Authority after receipt of oral or written notice from Licensor or such Governmental Authority. Licensee’s failure to comply with this Section 3.3(a) shall be deemed a material breach of this Agreement. Without limiting the foregoing obligations, Licensee acknowledges that Licensor shall have the right to remove such offending Content from the websites associated with Licensed Domain Names.