LICENSEE’S COVENANTS Sample Clauses
LICENSEE’S COVENANTS. 11.01 Licensee agrees that neither Licensee nor Affiliates will use the licenses and rights granted by Sisvel under this Agreement in any way to circumvent the purpose of this Agreement, Sisvel’s wireless technology licensing program, or the licensing and enforcement of the Licensed Patents against unlicensed entities. Licensee will not attempt to treat products Manufactured and/or distributed by unlicensed entities and supplied to other unlicensed entities as licensed under this Agreement unless: (i) Licensee is actually Selling or purchasing such products, and (ii) prior to distribution of such products Licensee is a party of record to either a written supply agreement or a written purchase agreement for the products in question with at least one of the unlicensed entities that is Manufacturing or distributing the products in question.
11.02 As an assurance of fulfillment of its obligations under the terms of this Agreement, including, but not limited to, payment of amounts due under this Agreement by their due date, submission of royalty statements by their due date, compliance with the audit procedures according to Article 6, and renewal or replacement of the bank guarantee according to this Section 11.02, Licensee covenants that it will provide Sisvel with a continuing bank guarantee from a first class international bank according to the form shown and for the amount indicated in Exhibit 4 hereto on or before the date of Licensee’s signature of this Agreement. Sisvel will have: (a) the right to call up to the full amount of such bank guarantee each time Licensee should fail to fulfill its obligations under the terms of this Agreement, including, but not limited to, payment of amounts due under this Agreement by their due date, submission of royalty statements by their due date, compliance with the audit procedures according to Article 6 above, or renewal or replacement of the bank guarantee according to this Section 11.02; (b) the right to keep any amounts from the bank guarantee sufficient to compensate for any damages caused by Licensee’s failure to fulfill its obligations, including costs and attorney’s fees as they are incurred; (c) the right to keep up to the full amount of such bank guarantee until such time as the extent of such damage can be determined with certainty; and (d) the right to keep the full amount of the bank guarantee as liquidated damages if the extent of the damage described in (c) above cannot be determined with certainty withi...
LICENSEE’S COVENANTS. (i) The Licensee hereby COVENANTS AND AGREES with the Minister and with the Registrar, and each of them, that it shall comply with the provisions of the Data Protection Acts, and in particular with the provisions of Section 2, Section 2(1)(a), (b), (c) and (d), Section 6 and Section 6(2)(a) and (b) of the Data Protection Act, 1988, as amended.
(ii) On receipt of any direction in writing from the Registrar, and whensooften the same shall occur, the Licensee shall update or amend information contained in the Data in accordance with a direction in writing from the Registrar, and shall do so with all due expedition.
(iii) Where the Licensee anticipates that personal data supplied hereunder will be processed for the purposes of direct marketing, the Licensee shall offer those persons whose data will be so processed a cost-free opportunity to object in advance to receiving direct marketing.
LICENSEE’S COVENANTS. Licensee covenants and agrees as follows:
LICENSEE’S COVENANTS. (a) Licensee has inspected the Equipment Room, the Building Communications Spaces and the Building and accepts the same “as is” and agrees that Licensor is under no obligation to perform any work or provide any materials to prepare the Equipment Room, the Building Communications Spaces or the Building for Licensee.
(b) Licensee shall at its sole cost and expense, install and shall thereafter, maintain Licensee’s Equipment in safe and proper operating condition at all times.
(c) Licensee shall, at its sole cost and expense, repair any damage to the Building, Building Communications Spaces, and/or to any other property owned by Licensor or by any lessee or licensee of Licensor or by any other Building tenants where such damage is caused by Licensee or any of its agents, representatives, employees, contractors, subcontractors, or invitees. If Licensee fails to repair any such damage, Licensor may, in its sole discretion, repair such damage and Licensee shall forthwith upon receipt of a written invoice reimburse Licensor of all costs and expenses incurred in such repair includiing Licensors administration fee plus 15%.
(d) Licensee shall not interfere with the use and enjoyment of the Building by Licensor or by other lessees, or licensees of the Licensor or other Building tenants. If such interference shall occur, Licensor shall give Licensee written notice thereof and Licensee shall use reasonable commercial efforts to correct the same within twenty-four (24) hours after receipt of such notice. In the event Licensee fails to correct such conditions after proper notification and waiting period, Licensor reserves the right to take any reasonable actions to correct the same and charge the cost of same to the Licensee including Licensor’s administration fee plus 15%.
(e) Licensee’s Equipment shall not disrupt, adversely affect, or interfere with other providers of telecommunications services in the Building or with any tenant’s use or operation of telecommunications or computer devices operating in accordance with Industry Canada standards. Licensee shall correct such interference within twenty-four (24) hours after receiving written notice of such interference and after such interference has been positively identified as being caused by Licensee’s Equipment. Licensor reserves the right to disconnect power to any such Licensee’s Equipment which Licensee fails to correct after proper notification and waiting period.
(f) Licensee agrees to comply with the Building ...
LICENSEE’S COVENANTS. During the Term and then only to the extent applicable to Licensee, Licensee shall be solely responsible for any alterations, improvements, fixtures, or other changes made to the Premises for the Permitted Use. At the end of the term hereof, Licensee shall (i) remove all of Licensee’s alterations, improvements, fixtures, equipment and personal property, if any, from the Premises and repair all damage caused by such removal; and (ii) quit and surrender the Premises in “broom clean” condition and otherwise in as good a condition as existed immediately prior to the commencement of Licensee’s use of the Premises. Nothing contained herein shall entitle Licensee to remove any furniture, equipment or other property from the Premises that belongs to Licensor or any third party. Licensee shall not make any improvements, additions or alterations of any kind to the Premises without first securing Licensor’s written consent to each such improvement, addition, or alternation. Licensee shall, at its sole cost and expense, keep the Premises and the Building free of all liens and encumbrances created or suffered by Licensee. Licensee further agrees to repair, at its sole cost and expense, any damage caused by Licensee, its employees, agents or invitees. Licensee shall defend, indemnify and save Licensor harmless (including reasonable attorney’s fees and other costs of defense) from any and all liens placed on the Premises arising out of Licensee’s activities at the Premises and shall cause any such liens to be removed from the Premises and the Building within ten (10) days after Licensee receives notice thereof.
LICENSEE’S COVENANTS. Except as expressly authorized by applicable Laws or this Agreement, in the exercise and performance of its rights and obligations under this Agreement, the Licensee covenants and agrees that as of the Effective Date and at all times during the
11.1.1. The Licensee shall comply with all applicable federal, state and local laws in the exercise and performance of its rights and obligations under this Agreement. The Licensee shall comply with any County permit or authorization issued to the Licensee in connection with the location of Licensee's Equipment, including without limitation the Licensee’s Laterals, or Licensee’s Network within the Public Rights-of-Way. The Licensee shall obtain, as required, any and all necessary approvals for the design, construction, installation, operation and testing of the Licensee's Equipment, Licensee’s Laterals, or the Licensee’s Network to be located within the County.
LICENSEE’S COVENANTS. The Licensee hereby agrees:
(a) To park the Licensee’s bicycle in the bike racks provided and not against the building or walls unless approved by the Licensor.
(b) Not to allow use of the bicycle enclosure by any other person other than the person named in this Agreement.
(c) To respect the property of other licensees who have authorized use of the bicycle enclosure.
(d) Not to use the bicycle enclosure as storage for bike frames, bike parts, or any other article other than the Licensee’s bicycle.
(e) Notify the Licensor immediately of any difficulty accessing the bicycle enclosure or of any damage to the bicycle enclosure or bike racks.
(f) Not to affix any additional locking devices, posters, decals or any other materials or marking to the inside or outside of the bicycle enclosure.
(g) Not to move or remove the bicycle of other licensees.
(h) Not to obstruct the walkways and exits.
LICENSEE’S COVENANTS. 5.1. The Licensee shall not do or permit to be done on the Lands anything that may:
a) constitute a nuisance;
b) cause damage to the Lands;
c) cause injury or annoyance to occupants or owners of neighbouring properties;
d) make void or voidable any insurance upon the Lands;
e) constitute a breach of any by-law, statute, order or regulation of any municipal, provincial, federal or other competent authority relating to the Lands; or
f) cause any lien, mortgage, or other encumbrance to be incurred or registered against the Lands.
LICENSEE’S COVENANTS. Licensee shall use the Licensed Marks only in compliance with applicable Laws as permitted by this Agreement. Licensee shall not use or exploit the Licensed Marks outside the Licensed Location except the Licensee may engage in, and use the Licensed Marks for, the promotion, advertising or marketing of the Casino anywhere in the world. Licensee shall not have any right to assign, sublicense or franchise any of the Licensed Marks to any other Persons; provided, however, that Licensee’s or Hotel Licensee’s wholly-owned Affiliates may utilize the Licensed Marks to perform any obligations of the Licensee under this Agreement where the Licensee has delegated those obligations to that Affiliate. Licensor and its Affiliates shall retain the sole right to apply for the registration or renewal of trademarks and service marks or other proprietary rights for the Licensed Marks anywhere in the world, including the Territory, and Licensee shall cooperate with Licensor and its Affiliates (at Licensee’s expense) in connection with such applications and renewals.
LICENSEE’S COVENANTS. Licensee shall: (i) conduct its business at the Licensed Area at all times in a dignified manner; (ii) keep all furnishings, merchandise, equipment, displays, stands, decorations and signs used at the Licensed Area in a neat, clean and safe condition, and in good operating order and repair; (iii) neither solicit business nor distribute advertising matter in any of the common areas of the Shopping Center outside of the Licensed Area; (iv) conduct its business at the Licensed Area at all times in compliance with all federal, state and local laws, ordinances, rules, regulations and codes including the Americans with Disabilities Act, all environmental laws and any zoning codes; (v) receive or make all deliveries or shipments of any kind to and from the Licensed Area only as designated by Licensor and only at such times as designated by Licensor; (vi) properly store and dispose of all garbage and refuse at the Licensed Area and the area immediately adjoining thereto; (vii) not install or use at the Licensed Area any radio, television, phonograph, public address system or similar device, or aerial attached thereto, without Licensor’s prior approval; (viii) not place, suffer or permit any obstructions or merchandise in any areas except the Licensed Area and not in any way interfere with or cause disturbance to the use and quiet enjoyment of any other portion of the Shopping Center by the Licensor or its tenants; and (ix) not use, install, permit, hold, release or dispose of any hazardous material (as defined by any environmental law) on, under, or at the Licensed Area or Shopping Center. Licensee shall procure all necessary vendors licenses or other governmental approvals or permits and shall be solely responsible for paying all governmental charges or taxes relating to its business conducted at the Licensed Area, including, but not limited any general business occupation tax, and Licensee agrees to pay all such taxes levied prior to delinquency.