Limited Right to Sublicense. Licensee shall not sublicense any of the Licensed Brand Assets during the Term and in the Territory to any other Person without UL’s prior written consent, except that Licensee may sublicense to third Persons who are collaborating on projects with Licensee (e.g., universities, government agencies and law enforcement agencies) with respect to the Standards Field of Use and/or third Person representatives of Licensee that are engaged by and acting on behalf of Licensee in furtherance of Licensee’s activities with respect to the Standards Field of Use, including third Persons providing marketing, promotional or support services or products to Licensee (each, a “Sublicensee”). UL’s approval shall be required for any other potential sublicensees, and thus Licensee shall notify UL of its desire to enter into any sublicense agreement and UL will have thirty (30) days thereafter to request any additional information and to notify Licensee whether or not it consents to such sublicense. If UL has not responded prior to the end of such thirty (30)-day period, such sublicense shall be deemed approved and shall be considered a Sublicensee. Licensee may only grant sublicenses to the Licensed Brand Assets to Sublicensees in writing on a non-exclusive, non-transferable, revocable and terminable basis and all remaining terms shall be further limited solely to the rights granted to Licensee herein. Notwithstanding the foregoing, Licensee shall not grant a sublicense of any rights or licenses (i) to which it is not granted rights hereunder, (ii) to any UL Competitor, or (iii) to any third Person whose exercise thereof either UL and/or Licensee believes (in their respective reasonable judgment) would reasonably be expected to have an adverse effect on the UL Masterbrand, any of the Licensed Brand Assets, or any goodwill associated therewith or the business and/or reputation of UL. Licensee will enforce all of its rights under each agreement with a Sublicensee in relation to the Licensed Brand Assets, including as may be reasonably required by UL. Licensee will not be relieved of any of its obligations hereunder with respect to any sublicense to a Sublicensee and will be responsible for any action (or inaction) of each Sublicensee with respect to any such sublicense as if such action (or inaction) were an action (or inaction) of Licensee as relates to the Licensed Brand Assets. Licensee shall require that each Sublicensee not further sublicense or otherwise transfer or grant t...
Limited Right to Sublicense. The license granted in this agreement includes a limited right to sublicense the Licensed Patents and the Licensed Technology to another person for the sole purpose of allowing that person to produce Licensed Products exclusively for sale by Licensee, and/or to service or sell Licensed Products exclusively for Licensee. It is a condition precedent to Licensee's right to grant a sublicense that: (i) Licensor be given prior written notice identifying the proposed sublicensee; (ii) the sublicense enter into a written sublicense agreement approved by Licensor, which approval will not be unreasonably withheld or delayed; and (iii) Licensee guarantee in writing sublicensee's due and faithful compliance with the sublicense agreement.
Limited Right to Sublicense. The Product License is sublicensable only in connection with a sublicense of a Product to any Affiliate of Genzyme or to any Third Party, in each case for the continued research, development or commercialization of such Product in accordance with the terms of the Product License.
Limited Right to Sublicense. Cisco BV hereby grants to each Supplier the limited right to sublicense the rights granted in Section 3.1 only to (i) CM Affiliates who are not Signing Affiliates and (ii) Approved Third Parties, in each case only pursuant to a binding written sublicense agreement in substantially the form attached hereto as Exhibit E (“Authorized Sublicense Agreement”) and solely for the purposes of manufacturing Products or Components for ultimate sale or transfer to Cisco BV and Approved Third Parties and of installing copies of Installed Software on Products on behalf of Cisco BV. Except as expressly permitted in this Section 3.2, no Supplier may assign, sublicense or otherwise transfer any of its rights under the license granted in Section 3.1 without the express, prior written consent of Cisco BV, which consent Cisco BV may grant or deny in its sole discretion. Each Supplier will provide Cisco BV with fully executed copies of any Authorized Sublicense Agreement it enters into within 30 days of execution.
Limited Right to Sublicense. Purchaser may not sublicense the rights granted herein except as reasonably necessary to:
(i) authorized resellers or strategic partners, in connection with the sale of Purchaser’s goods and services covered by the scope of this Agreement;
(ii) Purchaser’s customers in connection with such customers’ use of Purchaser’s goods and services covered by the scope of this Agreement, in a manner substantially consistent as the manner in which such rights were granted by Seller and its Affiliates to their customers prior to the Closing Date; and
(iii) (A) except for customer uses subject to subparagraph (ii) above, Purchaser’s customers in connection with such customers’ publication of marketing and promotional materials, and (B) publishers, journalists, authors, and educators, in connection with such Persons’ publication of written materials, in each of cases (A) and (B), that discuss or describe Purchaser’s goods and services covered by the scope of this Agreement; provided that any and all such sublicenses (a) pursuant to subparagraph (i) or (ii) above must be set forth in writing and the sublicensee agrees to be bound by terms and conditions consistent with this Agreement, including the quality control provisions set forth in Section 2.3, and, (b) pursuant to subparagraph (iii) above must be set forth in writing and substantially in the form of the Basic Trademark License Agreement attached hereto as Exhibit F, (the “Basic TLA”). The sublicensees authorized by this Section 2.2 shall be referred to herein as “Authorized Sublicensees.” Under no circumstances shall any such sublicense extend past the last day of the license granted to Purchaser hereunder.
B. The attached Annex A is added to the TLA as Exhibit F.
Limited Right to Sublicense. KES shall have the right to sublicense the License only upon complying with the following conditions:
(i) KES must notify Akida in writing in advance of any proposed sublicense and provide Akida an opportunity to review and confirm compliance with the limitations of this Agreement;
(ii) No sublicense permitted hereunder shall exceed the scope of the rights and license granted to KES under the License as provided in Section 5.1, and no sublicensee shall have the right to grant any further sublicense of any right or license;
(iii) Any sublicense agreement shall be in writing and must include an express agreement by the sublicensee to be bound by the terms, conditions and restrictions of this Agreement;
(iv) KES’s execution of a sublicense agreement shall not relieve KES of any of its obligations under this Agreement;
(v) KES shall be primarily liable for any act, omission or breach of any sublicensee and shall be deemed in breach of this Agreement as a result of any such sublicensee act, omission or breach; and
(vi) KES shall enforce all sublicenses at its sole cost, including but not limited to any legal expenses related to such enforcement.
Limited Right to Sublicense. (a) The License includes the right of Licensee to grant to any of its Distributors a sublicense to any waterjet cutting system manufacturer, distributor, dealer or customer of Licensee.
(b) Licensee will ensure that each Authorized Sublicensee complies with this Agreement. The License does not include the right to grant or authorize any other sublicense under the License or otherwise to take or authorize any action outside the scope of the License.
Limited Right to Sublicense. Purchaser may not sublicense the rights granted herein except as reasonably necessary to authorized resellers or strategic partners, in connection with the sale of Purchaser’s goods and services covered by the scope of this Agreement; provided that such resellers and/or strategic partners agree in writing to be bound by terms and conditions consistent with this Agreement, including the quality control provisions set forth in Section 2.3 (such resellers, the “Authorized Sublicensees”).
Limited Right to Sublicense. Rights under this Agreement are not sublicensable, except that a Covered Entity may employ the services of a third Person to provide the technical services and equipment necessary to deliver Web Site Performances on behalf of such Covered Entity pursuant to Section 3.1, but only through an Authorized Web Site. Any agreement between a Covered Entity and any third Person for such services shall (i) contain the substance of all terms and conditions of this Agreement and obligate such third Person to provide all such services in accordance with all applicable terms and conditions of this Agreement, including, without limitation, Articles 3, 5 and 6; (ii) specify that such third Person shall have no right to make Web Site Performances or any other performances or Phonorecords on its own behalf or on behalf of any Person or entity other than a Covered Entity through the Covered Entity's Authorized Web Site by virtue of this Agreement, including in the case of Phonorecords, pre-encoding or otherwise establishing a library of Sound Recordings that it offers to a Covered Entity or others for purposes of making performances, but instead must obtain all necessary licenses from SoundExchange, the copyright owner or another duly authorized Person, as the case may be; (iii) specify that such third Person shall have no right to grant any further sublicenses; and (iv) provide that SoundExchange is an intended third-party beneficiary of all such obligations with the right to enforce a breach thereof against such third party.
Limited Right to Sublicense. Unless (a) an Event of Default (as defined in the Credit Agreement) exists; (b) an event listed in Section 3.2 of this Agreement exists; or (c) circumstances exist that may with the passage of time constitute an Event of Default (as defined in the Credit Agreement) or an event listed in Section 3.2 of this Agreement, subject to Section 8.1(f) of the Credit Agreement, Licensee may sublicense the license granted under Section 2.1 of this Agreement with respect to the products of the StrongBox business line of Licensee (the “Business Line”), to the purchaser of all or substantially all of the operating assets (other than cash) of the Business Line (the “Permitted Sublicensee”) with or without Licensee’s consent. At least ten (10) days before any such transfer of the Business Line, Licensee will provide to Licensor information regarding the proposed sublicense to the Permitted Sublicensee, including, without limitation: (i) the proposed effective date of the transaction, (ii) a description of the underlying transaction, and (iii) detailed information regarding the products, processes and services of each of the Business Line and the Permitted Sublicensee. Any attempted assignment or sublicense (by operation of law or otherwise) by Licensee that does not conform with this Section 2.10 will be void. Any sublicense will be subject to the Permitted Sublicensee agreeing in writing to all applicable terms, conditions and restrictions in this Agreement, including without limitation, Sections 2.2 through 2.9, 3.2, 4, 5, and 6). Following the sublicense to a Permitted Sublicensee, (x) the Licensed Products will be limited to the products of the Business Line that had been commercially released by Licensee before the sale of the Business Line and the natural evolutions thereto, and (y) the Licensed Products will not include any products, processes or services of the Permitted Sublicensee, any affiliate of Permitted Sublicensee, or any other person. In addition, the Permitted Sublicensee may not assign or otherwise transfer any license rights (by operation of law or otherwise) and any such attempted assignment or transfer will be void.
