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. Licensee covenants and agrees as follows:
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. 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. (1) The Licensee shall use the Licensed Space only for the purposes specified in Schedule 2 and for no other purpose. [Note to draft: Libro to complete Schedule 2 to enumerate permitted uses.]
(2) The Licensee shall maintain and conduct its operations in a reasonable and proper manner, so as not to interfere with the Licensor’s use of the remainder of the Premises.
(3) Prior to making any use of the Licensed Space, the Licensee shall submit to the Licensor samples, mock-ups, drawings and/or copies of all brochures, signage and like materials which the Licensee intends to use, display or have available in the Licensed Space (the “Licensee Materials”), for the Licensor’s approval. The Licensor shall have the right to request that any Licensee Materials it, in its discretion, finds unacceptable not be used, displayed and/or made available within the Licensed Space and/or the Premises.
(4) In using the Licensed Space, the Licensee shall comply with all applicable statutes, laws, by-laws, regulations, ordinances and orders in force during the Term and which relate to or affect the condition, maintenance, use or occupation of the Licensed Space by the Licensee (“Applicable Law“).
(5) The Licensee shall not permit or suffer to be permitted any damage or injury to the Licensed Space or the Premises. The Licensee shall forthwith report to the Licensor, in writing, any damage or injury to: the Licensed Space regardless as to how it was caused; and, the Premises caused by the Licensee, its employees, servants, volunteers, invitees or others for whom it is responsible for at law. The repair of any damage or injury to the Licensed Space or the Premises caused by the Licensee, its employees, servants, volunteers, invitees or others for whom it is responsible for at law shall be completed (to the extent the Licensor elects to) by the Licensor, at the cost of the Licensee, and the Licensee confirms its responsibility to, forthwith, pay for and otherwise indemnify the Licensor in respect of all costs associated with the repair of any such damage or injury to the Licensed Space or the Premises.
(6) The Licensee shall not make any alterations, improvements, repairs or affixed installations in the Licensed Space.
(7) The Premises may contain certain designated substances (within the meaning of Ontario Regulation 490/09), including, without limitation, asbestos and silica. As a result of the foregoing, the Licensee acknowledges and agrees that it shall ensure that none of its ...
LICENSEE’S COVENANTS. 7.1 Licensee, through its designated and approved employees and contractors, shall be solely responsible for the maintenance and care of Licensee's Equipment and the Antenna Facilities and shall maintain the same in a clean, sanitary and safe condition and in good repair and free of any defects at all times during this License. Licensee, at its sole expense and risk, shall ensure that a physical inspection of the rooftop portion of the Antenna Facilities occurs at intervals of no more than twelve (12) months and that this inspection include a survey of structural integrity and water tightness and a review and correction of any loose bolts, fittings or other appurtenances. Licensee shall provide a written certification of such inspections to Licensor not more than ten (10) days following each such inspection. In the absence of such a certification, Licensor shall have the right (but not the obligation) to conduct or arrange for such an inspection and corrective action and to charge Licensee for such costs.
7.2 Licensee shall, at its sole cost and expense, repair any damage to the Building, Rooftop Spaces, Building Communications Spaces, and/or to any other property owned by Licensor or by any lessee or licensee of Licensor or by any other occupant of the Building where such damage is caused by Licensee or any of its agents, representatives, employees, contractors, subcontractors, or invitees. If Licensee fails to repair or refinish any such damage, Licensor may, in its sole discretion, repair or refinish such damage and Licensee shall reimburse Licensor for all costs and expenses incurred in such repair or refinishing.
7.3 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 tenants or occupants of the Building. If such interference shall occur, Licensor shall give Licensee written notice thereof and Licensee shall correct the same within twenty-four (24) hours after receipt of such notice. In the event Licensee fails to correct such conditions after the stated notice and cure period, Licensor reserves the right to take any reasonable actions to correct the same.
7.4 Licensee's Equipment shall not disrupt, adversely affect or interfere with other providers of communications services in the Building or with any tenant's or occupant's use or operation of communications or computer devices. Licensee shall not install or maintain any Licensee's Equipment or Antenna Faciliti...
