Maintenance of License Agreement Sample Clauses

Maintenance of License Agreement. The Seller shall comply in all material respects with its obligations under the License Agreement and shall not take any action or forego any action that would reasonably be expected to constitute a material breach thereof or default thereunder. Promptly, and in any event within [***] ([***]) Business Days, after receipt of any (written or oral) notice from Licensee of an alleged breach or default under the License Agreement, the Seller shall give notice thereof to the Buyer, including delivering the Buyer a copy of any such written notice or a detailed written summary of any such oral notice. The Seller shall consult with the Buyer regarding such alleged breach or default and shall act as reasonably instructed by the Buyer to cure any breaches or defaults and shall give written notice within [***] ([***]) Business Days to the Buyer upon curing any such breach or default. The Seller shall not without the Buyer’s prior written consent (not to be unreasonably withheld, conditioned or delayed) and shall (if reasonably instructed by the Buyer) (i) forgive, release or compromise any amount owed to or becoming owed to the Seller under the License Agreement in respect of the Royalty or (ii) waive any obligation of, or grant any consent to, Licensee under, in respect of or related to the Royalty. The Seller shall not, without the Buyer’s written consent (to be granted or withheld in the Buyer’s sole discretion), enter into any new agreement or legally binding arrangement in respect of the Licensed Products or the Licensed Patents, except in connection with (i) an assignment of this Agreement in its entirety in accordance with Section 10.3 to an assignee permitted thereunder or (ii) a Seller Monetization Transaction that (x) is permitted by and undertaken in accordance with this Agreement and (y) would not otherwise adversely affect the ability of the Seller to perform any of its obligations hereunder.
Sample 1Sample 2See All (10)
Maintenance of License Agreement. The Seller shall comply with and perform all of its obligations under the License Agreement that are material to the interests of the Buyer hereunder. [*].
Sample 1
Maintenance of License Agreement. The Seller shall comply in all material respects with its obligations under the License Agreement and shall not take any action or forego any action that would reasonably be expected to constitute a material breach thereof or material default thereunder. Promptly, and in any event within five (5) Business Days, after receipt of any written notice from Licensee of such an alleged material breach or material default by the Seller under the License Agreement, the Seller shall give notice thereof to the Buyer, including delivering to the Buyer a copy of any such written notice. The Seller shall consult with the Buyer regarding such alleged material breach or material default and shall act as instructed by the Buyer to cure any such material breaches or material defaults by the Seller under the License Agreement that would reasonably be expected (individually or in the aggregate and with or without the giving of notice or the passage of time) to have a Material Adverse Effect, or that is otherwise related to the Dicerna Licensed Patent Rights, the Products, or the Royalty, and shall give written notice to the Buyer upon curing any such material breach or material default. In connection with any dispute regarding any such alleged material breach or material default, the Seller shall employ such counsel, reasonably acceptable to the Seller, as the Buyer may select.
Sample 1
Maintenance of License Agreement. The Seller shall comply in all material respects with its obligations under the License Agreement, and shall not take any action or forego any action that would reasonably be expected (with or without the giving of notice or passage of time, or both) to constitute a material breach thereof or material default thereunder. Promptly, and in any event within five (5) Business Days, after receipt of any (written or oral) notice from Licensee of an alleged breach or default under the License Agreement, the Seller shall give notice thereof to the Buyer, including delivering the Buyer a copy of any such written notice or a detailed written summary of any such oral notice. The Seller shall consult with the Buyer regarding such alleged breach or default and shall, only as Mutually Agreed, cure any breaches or defaults and shall give written notice within five (5) Business Days to the Buyer upon curing any such breach or default. The Seller shall, only as Mutually Agreed (a) forgive, release or compromise any amount owed to or becoming owed to the Seller under the License Agreement in respect of the Royalty, or (b) waive any obligation of, or grant any consent to, Licensee under, in respect of or related to the Royalty, Olpasiran, the Collaboration Target or the Arrowhead Licensed Technology.
Sample 1
Maintenance of License Agreement. BMS agrees that, with respect to any rights or licenses granted to it under the XXX License Agreement, BMS shall perform and observe in all material respects all of its duties and obligations under the XXX License Agreement that are required to maintain in effect such licenses or rights, and shall otherwise use commercially reasonable efforts to maintain the XXX License Agreement; provided that the foregoing shall not be construed to require that BMS maintain the XXX License Agreement if (x) generic competition has entered the Territory for the Product, (y) XXX has materially breached its obligations under the XXX License Agreement and BMS is entitled under the terms of the XXX License Agreement to terminate such agreement, or (z) XXX has materially breached its obligations under the XXX Supply Agreement and BMS consequently is entitled to terminate the XXX License Agreement pursuant to Article XIII(C) thereof.
Sample 1
Maintenance of License Agreement. The Seller shall comply in all material respects with its obligations under the License Agreement and shall not take any action or forego any action that would reasonably be expected to constitute a material breach or default thereof. Promptly (and in any event within [***] Business Days) after receipt of any notice from the Licensee of an alleged [***] breach or default under the License Agreement relating to the Royalty Payments [***], the Seller shall give notice thereof to the Buyer Representatives, including delivering to the Buyer Representatives a copy of any such written notice. After consultation with the Buyer Representatives, the Seller shall use commercially reasonable efforts to cure any such breach or default by it under the License Agreement and shall give written notice to the Buyer Representatives upon curing any such breach or default. The Seller shall not, without the prior written consent of the Buyer Representatives, (A) forgive, release or compromise any amount owed to or becoming owed to the Seller under the License Agreement in respect of the Purchased Receivables or (B) waive any obligation of, or grant any consent to, the Licensee related to the Purchased Receivables. The Seller shall not exercise or enforce its applicable rights under the License Agreement in any manner that would reasonably be expected (with or without the giving of notice or the passage of time, or both) to have a Material Adverse Effect.
Sample 1

Related to Maintenance of License Agreement

  • Maintenance of Licenses The Owner Trustee will obtain and maintain any licenses that the Administrator informs the Owner Trustee are required to be obtained or maintained by the Owner Trustee under the laws of any State in connection with the Owner Trustee’s duties and obligations under the Transaction Documents.

  • Termination of License Agreement This Agreement shall automatically terminate upon the termination of the Novated and Restated Technology License Agreement.

  • Xxxxx of License Georgia Institute of Technology shall grant the Student a limited, nonexclusive, nontransferable and revocable license to use and occupy an assigned space in a Georgia Institute of Technology facility in accordance with the terms and conditions of this Contract (the “License”). The parties to this Contract do not intend that an estate, a tenancy, or any other interest in property should pass from Georgia Institute of Technology to Student. Instead, it is the intention of the parties that the relationship between Georgia Institute of Technology and Student be that of licensor and licensee and the sole right of Student to use the assigned space as a living unit shall be based upon the License granted in this Contract.

  • License Agreement The Trust shall have the non-exclusive right to use the name "Invesco" to designate any current or future series of shares only so long as Invesco Advisers, Inc. serves as investment manager or adviser to the Trust with respect to such series of shares.

  • Scope of License You are only permitted to use the Software on supported Apple mobile or hardware devices that you own or control as permitted by the Usage Rules set forth in the App Store Terms of Service.

  • Patent Maintenance All annuity and maintenance fees that are necessary in order to keep the Patents in force as of the Effective Date have been paid by Seller, and no payment of annuities or fees, or papers to be filed in patent offices, are required to be made within the three-month period after the Effective Date.

  • End User License Agreement This work is licensed under a Creative Commons Attribution-NonCommercial-NoDerivs 3.0 Unported License. xxxx://xxxxxxxxxxxxxxx.xxx/licenses/by-nc-nd/3.0/ You are free to: Share: to copy, distribute and transmit the work Under the following conditions: Attribution: You must attribute the work in the manner specified by the author (but not in any way that suggests that they endorse you or your use of the work).

  • Term of License The license granted to the Engineer by this article shall terminate at the end of the term specified in Article 2 of this contract.

  • Maintenance of Patents 20 SECTION 6.11 Use of Proceeds...................................................................20 SECTION 6.12 Disclosure........................................................................20 SECTION 6.13

  • Maintenance of Listing The Company will use commercially reasonable efforts to effect and maintain the listing of (x) the Units and Warrants on the NYSE (or another national securities exchange) until the consummation of the Business Combination or until such earlier time at which the Liquidation occurs, and (y) the Common Stock on the NYSE (or another national securities exchange) until five years from the date of the consummation of the Business Combination or until such earlier time at which Liquidation occurs.