Licensing and Sublicensing. 2.4.1 With respect to the licenses and assignments granted to Hana under Section 2.1, subject to the terms and conditions set out in the BCCA Agreements and the MD Xxxxxxxx License and Hana’s assumption of any and all license fees, annual fees, milestone payments and royalty obligations set forth in this Agreement, Hana shall have the right to grant Licenses and Sublicenses to its Affiliates and to Third Parties.
2.4.2 All Licenses and Sublicenses granted under this Section 2.4 shall be subject to the following:
(a) Hana will cause each Affiliate so licensed or sublicensed to perform the terms of this Agreement as if such Affiliate were Hana hereunder;
(b) each Affiliate so licensed or sublicensed shall unconditionally, absolutely and irrevocably covenant and agree with INEX as primary obligor, to adopt as its own obligations every obligation of Hana contained or set forth in this Agreement to the extent pertinent to the scope of such License or Sublicense;
(c) Hana unconditionally guarantees the performance of each Affiliate hereunder as if they were signatories to this Agreement to the extent the performance or lack of performance is a breach of this Agreement;
(d) the obligations and liabilities of each Affiliate and Hana under this Agreement shall be joint and several and INEX shall not be obliged to seek recourse against an Affiliate before enforcing its rights against Hana. For greater certainty it is hereby confirmed that any default or breach by an Affiliate of any term of this Agreement will also constitute a default by Hana under this Agreement, and INEX shall be entitled to exercise its rights hereunder, in addition to any other rights and remedies to which INEX may be entitled;
(e) each License and Sublicense shall contain covenants by the Third Party Licensee and Sublicensee, as the case may be, for the benefit of INEX to observe and perform similar terms and conditions to those in this Agreement;
(f) all Licenses and Sublicenses granted by Hana shall be further sublicensable or assignable without the prior written consent of INEX; provided however, that Hana shall not license or sublicense any rights granted herein to any Person that in whole or in part, either alone or in partnership, in collaboration or in conjunction with any Person other than INEX, whether as principal, agent, employee, director, officer, shareholder, licensor or in any capacity or manner whatsoever, whether directly or indirectly manufactures liposomal products without f...
Licensing and Sublicensing. 4.2(h) of the Restated Agreement is amended in its entirety to read as follows:
Licensing and Sublicensing. A) Calitri hereby represents and warrants that it owns or controls the Rights, that Calitri is not a party to any agreement which would prohibit Calitri from granting the licenses granted herein to Xxxx Las Vegas and that the licenses granted herein by Calitri to Xxxx Las Vegas do not and will not conflict with or result in a breach of the terms, conditions, provisions of, or constitute a default under any agreement to which Calitri is a party.
B) Except as otherwise provided herein in Section 12. A) hereof, the rights granted to Xxxx Las Vegas under this Agreement shall not be transferred, licensed, sublicensed, assigned, sold or otherwise disposed of by Xxxx Las Vegas without the prior written consent of Calitri except that:
(1) Xxxx Las Vegas shall be entitled to transfer, license, sublicense, assign, sell or dispose of the rights granted under this Agreement to any Wynn Casino without the prior written consent of Calitri; and
(2) Xxxx Las Vegas shall be entitled to sublicense the right to exploit the Show Trademarks in relation with the advertising of the Show to any third party without the prior written consent of Calitri.
Licensing and Sublicensing. During the Restrictive Period, Ctrack SA, the other the Ctrack Subs and their respective Affiliates may not, grant licenses or sublicenses to the Ctrack Technology or the Pegasus Platform to any Competitor of Inseego, provided that this restriction shall not prevent the Ctrack Subs or any of their respective Affiliates from granting sublicenses to its/their customers for such customers to use, access and reproduce the object code version of the Ctrack Technology or the Pegasus Platform for use by such customers for the customers’ internal business use. For clarity, after the expiration of the Restrictive Period, the Ctrack Subs and their respective Affiliates may grant licenses and sublicenses to the Ctrack Technology and the Pegasus Platform anywhere in the world to any person or entity, including without limitations customers or Competitors of Inseego.
Licensing and Sublicensing. During the Restrictive Period, Inseego and its Affiliates may not, grant licenses or sublicenses to the Ctrack Technology to any Competitor of Ctrack provided that this restriction shall not prevent Inseego from granting sublicenses to its customers for such customers to use, access and reproduce the object code version of the Ctrack Technology for use by such customers for the customers’ internal business use. For clarity, after the expiration of the Restrictive Period, Inseego and its Affiliates may grant licenses and sublicenses to the Ctrack Technology anywhere in the world and to any person or entity, including without limitation customers or Competitors of Ctrack.
Licensing and Sublicensing. Subject to the provisions of this Agreement, the Licensor hereby grants to the Licensee:
(i) the exclusive, non-transferable, worldwide right and license to operate the Business at Locations approved by the Licensor and to use the Intellectual Property in connection therewith; and
(ii) the right and license to enter into sublicenses with Water Sports Operators, in the form annexed hereto as Schedule B, regarding the operation of the Business and use of the Intellectual Property at specified Locations in accordance with the terms and provisions thereof.
Licensing and Sublicensing. Sagesse may grant licenses and sublicenses under the rights and licenses granted in Sections 2 and 3. The granting of licenses and sublicenses will be at Sagesse’s sole and exclusive discretion, and Sagesse will have the sole and exclusive power to determine the applicable licensee fees or royalty rates, if any, and other terms and conditions of the sublicense consistent with this Agreement. Sagesse shall remain primarily liable to Sirnaomics for all of Sagesse’s duties and obligations in this Agreement. Sagesse shall deliver to Sirnaomics a true, complete, and correct copy of each license and sublicense hereunder, and any modification or termination thereof, within thirty (30) days following the applicable execution, modification, or termination thereof.
Licensing and Sublicensing
