PRIOR LICENSE Sample Clauses

PRIOR LICENSE. Facilities for which permits are issued shall not interfere with or disturb in any way any existing facilities of the city or facilities of any other public or private utility having prior license or permission to install such facilities.
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PRIOR LICENSE. The Licensed Patents were previously licensed to Helix Phytonetix, Inc., a Louisiana corporation ("PHYTONETIX"), under a February 1, 1993 License Agreement (the "PRIOR LICENSE") between LSU and Phytonetix. The Prior License was executed pursuant to a February 1, 1993 Agreement in Settlement, Compromise, and Release (the "HELIX SETTLEMENT") among LSU, Phytonetix, and the following private corporations: Helix International Corporation (a Louisiana
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PRIOR LICENSE. 4.1 This Agreement supersedes the patent cross license agreements made by the Parties and effective on January 1, 2001, January 1, 1996 (as amended), and September 21, 1976 (as amended) (collectively, the “Prior Agreements”), and the rights and licenses of each Licensed Party under, or with respect to, the Patents of the other Party and its Subsidiaries shall be governed by this Agreement beginning with the Effective Date. Notwithstanding anything to the contrary in this Agreement, nothing in this Agreement shall limit, terminate or have any other effect upon (a) any agreement between the Parties (other than the Prior Agreements, as specifically identified above in this Section 4.1), or (b) [****], any rights or licenses of either Party or any of its Subsidiaries under the Prior Agreements with respect to any Patent Rights assigned, transferred, divested or otherwise conveyed by a Party or any of its Subsidiaries to any third Person (or otherwise Encumbered) prior to the Effective Date, and all such rights and licenses with respect to such Patent Rights under the Prior Agreements shall survive and remain in full force and effect.
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PRIOR LICENSE. The LSU Licensed Patents and Supplemental Patent Rights were previously licensed to Helix Phytonetix, Inc., a Louisiana corporation ("Phytonetix") under a February 1, 1993 License Agreement (the "Prior License") between LSU and Phytonetix. The Prior License was executed pursuant to a February 1, 1993 Agreement in Settlement, Compromise, and Release (the "Helix Settlement") among LSU, Phytonetix, and the following private corporations: Helix International Corporation (a Louisiana corporation), Helix BioMedix, Inc. (a Colorado corporation), Helix BioMedix, Inc. (a Louisiana corporation), and University Research and Marketing, Inc. (a Louisiana Corporation). (Phytonetix, each of the other private corporations named in the preceding sentence, and each of their respective affiliates, officers, directors, shareholders, assignees, and other persons or entities claiming any right through any of the above may be referred to individually or collectively as a "Prior Party" or the "Prior Parties"). LSU has represented that other than the May 1, 1997 LSU License to Demeter, LSU has neither granted nor authorized any licenses under the LSU Licensed Patents and Supplemental Patents to any party other than: (1) to Phytonetix under the Prior License on and after February 1, 1993; and (2) to one or more of the Prior Parties before February 1, 1993. (The license rights in LSU Licensed Patents and Supplemental Patents held by Prior Parties other than Phytonetix were extinguished under the terms of the Helix Settlement). When Phytonetix failed to pay a minimum royalty timely under the Prior License, LSU notified Phytonetix that the Prior License was terminated as of April 10, 1996. LSU has previously provided Demeter and Demeter has provided Licensee with copies of the Prior License, the Helix Settlement (with all Exhibits), and the correspondence by which LSU notified Phytonetix that the Prior License was terminated as of April 10, 1996. Although Demeter and LSU believe that the Prior License was properly terminated as of April 10, 1996, Demeter and LSU can make no representations or warranties that the Prior License was properly terminated. Licensee assumes the risk that a Prior Party may challenge the April 10, 1996 termination of the Prior License, whether by litigation, arbitration, or otherwise. Demeter shall Defend Licensee against any such claims.
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PRIOR LICENSE. This Agreement supersedes and replaces the prior License Agreement dated April 30, 1980, as amended. The prior License Agreement shall terminate as of the date of this Agreement.
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PRIOR LICENSE. 7.1 This Agreement shall govern all patent license grants between INTEL and AMD for all patents having an issue date, in the country of issue, after December 31, 1995. The License Agreement dated September 21, 1976, between INTEL and AMD, and extensions thereof, as modified in Paragraph 7.2 of this Agreement shall govern all patent license grants between INTEL and AMD for all patents having an issue date in the country of issue on or before December 31, 1995. Notwithstanding the foregoing, specific and special purpose patent licenses such as those contained in the Settlement Agreement between INTEL and AMD dated January 11, 1995; the PCI Special Interest Group Agreement; or other such agreements shall control in addition to the provisions in this Paragraph 7.1 for the purpose of providing broader patent rights licensed in such agreements. 7.2 All prior licenses granted in the License Agreement date September 21, 1976, between INTEL and AMD, and extensions thereof, that apply to the foundry activities of AMD or INTEL to manufacture products for a third party based on a design supplied by that third party to AMD or INTEL are revoked for those portions of the product provided to the third party by AMD or INTEL that represent designs provided by such third party. The revocation stated in this paragraph shall not apply to [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION] or [CONFIDENTIAL INFORMATION OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION] of AMD and Intel Confidential
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PRIOR LICENSE. Party A undertakes that: as of the time of signing this agreement, Party A, the author and the original right holder (if any) granted to any third party to use the licensing rights agreed herein have been terminated upon expiration, and Seller has good and marketable title to the Jam Box Intellectual Property to be transferred to Buyer.
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PRIOR LICENSE. 5.1 This Agreement supersedes the patent cross license agreement made by the parties hereto with an Effective Date of ***** and the rights and licenses of each party under, or with respect to the patents of the other party and its Subsidiaries shall be governed by this Agreement beginning with the Effective Date. However, *****. The License Agreement dated ***** between Intel and AMD, and extensions thereof, as modified in Confidential treatment has been requested for portions of this exhibit. The copy filed herewith omits the information subject to the confidentiality request. Omissions are designated as *****. A complete version of this exhibit has been filed separately with the Securities and Exchange Commission. INTEL & AMD CONFIDENTIAL ------------------------ ***** shall govern all patent license grants between Intel and AMD for all patents having an issue date in the country of issue *****. Notwithstanding anything to the contrary herein, nothing in this Agreement shall limit, terminate or have any other effect upon any patent licenses between the parties (other than those specifically identified above in this Section 5.1), including without limitation specific or special purpose patent licenses such as the ***** or other such agreement.
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Related to PRIOR LICENSE

  • Liquor License Purchaser shall use diligent, good faith efforts to effect the transfer of any existing Liquor License held by Seller, Manager or their applicable Affiliate to Purchaser or its designee or management company as of the Closing Date or to permit Purchaser or its designee or management company to obtain a new Liquor License for the Hotel. Purchaser agrees to pay all fees, charges and related costs in connection with the transfer of the existing Liquor License or to obtain a new Liquor License. Promptly following the full execution and delivery of this Agreement, Purchaser shall, or shall cause its designee to, complete, execute and file with the applicable liquor licensing authority all necessary applications for transfer of the Liquor License or to obtain a new Liquor License. In connection with Purchaser’s actions described in the foregoing sentence, at the request of Purchaser, (i) Seller shall, or shall cause the current holder of the Liquor License to, execute and deliver a liquor escrow agreement in a form and on such terms as are reasonable and customary for the transfer of a liquor license and liquor assets in the State of California and (ii) the parties shall allocate a portion of the Purchase Price to the Liquor License in accordance with the terms of Section 3.1, (provided, however, the parties acknowledge that no portion of the cost of the liquor inventory shall be allocated to the Purchase Price and such costs shall be paid to Seller (or the current holder of the Liquor License) pursuant to the terms of Section 7.01(i)). Purchaser specifically acknowledges and agrees that the transfer of the Liquor License to Purchaser on the Closing Date (or the issuance of a new Liquor License) shall not be a condition to Purchaser’s obligation to close the transaction contemplated under this Agreement. If despite the exercise of such efforts by Purchaser, Purchaser is unable to obtain a transfer of the Liquor License or a new Liquor License on or before the Closing Date, then Seller agrees that it shall cause Xxxxxxx Beverage, LLC, an Affiliate of Manager and Seller that holds the Liquor License, to enter into a customary form interim beverage services agreement or lease with Purchaser in form reasonably satisfactory to Manager and Xxxxxxx Beverage, LLC, to the extent permitted by applicable law, including without limitation, an indemnification from Purchaser of Manager and Xxxxxxx Beverage, LLC with respect to any and all damages, claims, losses, expenses, costs or other Liabilities arising during the term of such services agreement for a period not to exceed one hundred eighty (180) days following the Closing Date.

  • Liquor Licenses To the extent that a license or permit required for service of alcoholic beverages at the Property (a “Liquor License”) is issued to Seller, Seller shall, to the extent permitted or not prohibited by applicable laws, rules or regulations, transfer such Liquor License to Buyer at Closing. If a Liquor License cannot be transferred to Buyer by Seller or otherwise obtained by Buyer prior to the scheduled Closing, to the extent permitted or not prohibited by applicable law, Seller shall cooperate with Buyer by entering, or causing its Affiliate holding the current liquor permit for the Property to enter into, an interim alcoholic beverage management agreement with respect to the sale of alcoholic beverages at the Property in a form substantially similar to the agreement attached hereto as Exhibit J. Seller shall also assist and cooperate with Buyer if Buyer elects to apply for an interim/temporary liquor license so that alcoholic beverages may continue to be served at the Property pending issuance of the permanent Liquor License. To the extent that a Liquor License is issued to Manager, Manager shall, to the extent permitted by applicable laws, rules or regulations, continue to hold such Liquor License after Closing. To the extent that Seller and/or Manager is not able to transfer a Liquor License to Buyer at Closing, Seller and/or Manager agree to cooperate with Buyer to facilitate the issuance or transfer of the Liquor License. The foregoing provisions of this Section 8.9 notwithstanding, (i) all costs incurred by Manager and/or Seller in connection with obtaining or transferring Liquor License for the Property shall be borne by Buyer, and (ii) neither Seller nor Manager shall have any obligation to transfer an existing liquor permit to Buyer prior to Closing, and (iii) Buyer shall not obtain, and Seller and Manager shall have no obligation to pursue, any Liquor License for the Property prior to Closing if the issuance of such Liquor License would impact the rights of Seller or Manager under any existing liquor permit, and (iv) if this Contract is terminated, Buyer agrees to promptly withdraw any pending application for a Liquor License for the Property.

  • License IO, which owns certain intellectual property rights to the name “Masterworks” hereby grants the Company effective upon the commencement of the Offering, a non-exclusive, royalty free license to use the name “Masterworks”. Other than with respect to this license, the Company will have no legal right to use the “Masterworks” name. In the event that the Administrator ceases to administer the Company’s operations, the Company will be required to change its name to eliminate the use of “Masterworks”.

  • Research License Each Collaborator shall allow the other Collaborator to practice any of its Non- Subject Inventions for the purpose of performing the Cooperative Work. No license, express or implied, for commercial application(s) is granted to either Collaborator in Non-Subject Inventions by performing the Cooperative Work. For commercial application(s) of Non-Subject Inventions, a license must be obtained from the owner.

  • Intellectual Property License 20.1 Any Intellectual Property originating from or developed by a Party shall remain in the exclusive ownership of that Party.

  • Licensed Intellectual Property Section 3.17(h)(vi)...................................29

  • Grant of License to Use Intellectual Property For the purpose of enabling the Notes Collateral Agent to exercise rights and remedies under this Agreement at such time as the Notes Collateral Agent shall be lawfully entitled to exercise such rights and remedies, each Grantor shall, upon request by the Notes Collateral Agent at any time after and during the continuance of an Event of Default, grant to the Notes Collateral Agent an irrevocable (until the termination of the Indenture) nonexclusive license (exercisable without payment of royalty or other compensation to the Grantors) to use, license or sublicense any of the Collateral now owned or hereafter acquired by such Grantor, and wherever the same may be located, and including in such license reasonable access to all media in which any of the licensed items may be recorded or stored and to all computer software and programs used for the compilation or printout thereof; provided, however, that nothing in this Section 3.03 shall require Grantors to grant any license that is prohibited by any rule of law, statute or regulation or is prohibited by, or constitutes a breach or default under or results in the termination of any contract, license, agreement, instrument or other document evidencing, giving rise to or theretofore granted, to the extent permitted by the Indenture, with respect to such property; provided, further, that such licenses to be granted hereunder with respect to Trademarks shall be subject to the maintenance of quality standards with respect to the goods and services on which such Trademarks are used sufficient to preserve the validity of such Trademarks. The use of such license by the Notes Collateral Agent may be exercised, at the option of the Notes Collateral Agent, during the continuation of an Event of Default; provided that any license, sublicense or other transaction entered into by the Notes Collateral Agent in accordance herewith shall be binding upon the Grantors notwithstanding any subsequent cure of an Event of Default.

  • License of Intellectual Property Each Party (a “Licensor”) grants the other Party (a “Licensee”) the non-exclusive, royalty-free, paid-up, worldwide, irrevocable, right, during the term of this Agreement, to use the Licensor’s Intellectual Property solely for the purposes of this Agreement and to carry out the Party’s functions consistent with its responsibilities and authority as set forth in the enable legislation and regulations. Such licenses shall not give the Licensee any ownership interest in or rights to the Intellectual Property of the Licensor. Each Licensee agrees to abide by all third-party license and confidentiality restrictions or obligations applicable to the Licensor’s Intellectual Property of which the Licensor has notified the Licensee in writing.

  • Grant of Intellectual Property License For the purpose of enabling the Collateral Agent (at the direction of the Required Purchasers) to exercise the rights and remedies under this Section 9 after the occurrence and during the continuance of an Event of Default as the Collateral Agent shall be lawfully entitled to exercise such rights and remedies (including in order to take possession of, collect, receive, assemble, process, appropriate, remove, realize upon, sell, assign, convey, transfer or grant options to purchase any Collateral), Issuer hereby (a) grants to the Collateral Agent, for the ratable benefit of the other Secured Parties, an irrevocable, nonexclusive worldwide license (exercisable without payment of royalty or other compensation to Issuer (or applicable grantor)) (“Collateral Agent License”), including in such license the right to use, license, sublicense or practice any Intellectual Property now owned or hereafter acquired by Issuer (or any applicable grantor), and wherever the same may be located, and including in such license access to all media in which any of the licensed items may be recorded or stored and to all Software and programs used for the compilation or printout thereof, provided that with respect to any licenses held by Issuer, such Collateral Agent License shall only be granted to the extent such assignment or grant is permitted under the terms of such license and if such assignment or grant is not permitted under the term of such license Issuer will or will cause the applicable guarantor to cooperate with Collateral Agent and the other Secured Parties to receive the benefits of such Collateral Agent License to the maximum extent possible and (b) irrevocably agrees that the Collateral Agent may sell any of such Issuer’s Inventory directly to any person, including without limitation persons who have previously purchased Issuer’s Inventory from Issuer and in connection with any such sale or other enforcement of the Collateral Agent’s rights under this Agreement, may sell Inventory which bears any Trademark owned by or licensed to Issuer and any Inventory that is covered by any Copyright owned by or licensed to Issuer and the Collateral Agent may (but shall have no obligation to) finish any work in process and affix any Trademark owned by or licensed to Issuer (or any applicable grantor) and sell such Inventory as provided herein.

  • Patent License For patent claims including, without limitation, method, process, and apparatus claims which You or Your Affiliates own, control or have the right to grant, now or in the future, You grant to Us a perpetual, worldwide, non-exclusive, transferable, royalty-free, irrevocable patent license, with the right to sublicense these rights to multiple tiers of sublicensees, to make, have made, use, sell, offer for sale, import and otherwise transfer the Contribution and the Contribution in combination with the Material (and portions of such combination). This license is granted only to the extent that the exercise of the licensed rights infringes such patent claims; and provided that this license is conditioned upon compliance with Section 2.3.

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