Reserved Rights; Covenants Sample Clauses

Reserved Rights; Covenants. Sift and/or its Subsidiaries acknowledge and agree that Licensor continues to own all right, title and interest in, and reserves all rights in and to all assets, properties and rights not expressly granted hereunder. For avoidance of doubt, Sift and/or its Subsidiaries agree that Licensor shall continue, notwithstanding the licenses granted to Sift and/or its Subsidiaries herein, and without limitation, to have the right to use and exploit all of the Assets for any business purpose. Notwithstanding the above, Licensor covenants that, Licensor shall not (a) license or otherwise make available (except in connection with a Change of Control per the following subsection (b)) the RTB Technology to third parties on a commercial basis or through an open source or freeware license, dedication to the public domain, or similar means, or (b) assign, sell or transfer the RTB Technology to third parties except in connection with a Change of Control whereby the obligations under this Agreement are expressly assigned and assumed, or (c) license or otherwise make available (except in connection with a Change of Control per the following subsection (d)) the Other Appia Technology to third parties on a commercial basis for use in the Licensed Field, or through an open source or freeware license, dedication to the public domain, or similar means, or (d) assign, sell or transfer the Other Appia Technology to third parties operating a business in the Licensed Field, except in connection with a Change of Control whereby the obligations under this Agreement are expressly assigned and assumed. For purposes of this Section, a third party receiving an assignment, sale or transfer of the Other Appia Technology shall be deemed to not be operating a business in the Licensed Field, if without limitation, (i) such third party has provided a written representation to Licensor in connection with such transaction that neither such third party nor its subsidiaries operate a business in the Licensed Field; (ii) to the actual knowledge of Licensor, such written representation is not false; and (iii) such third party has agreed in writing to the terms of Sections 2.5(c) and 2.5(d). In all cases, Licensor will provide Sift prompt written notice of the name and contact information of any third party to whom it has transferred any Licensed Technology in order for Sift to monitor compliance with this Agreement.
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Related to Reserved Rights; Covenants

  • Reserved Rights Landlord retains and shall have the rights set forth below, exercisable without notice and without liability to Tenant for damage or injury to property, person or business and without effecting an eviction, constructive or actual, or disturbance of Tenant’s use or possession of the Premises or giving rise to any claim for rent abatement:

  • Employees Covenants a. From the Effective Date of this Agreement and continuing until the second (2nd) anniversary of Employee’s termination, Employee shall not interfere with the business of Hyperion by, directly or indirectly, personally or through others, soliciting or attempting to solicit, on Employee’s own behalf or on behalf of any other person or entity, the employment of any employee of Hyperion, or any of Hyperion’s affiliates. During this period, Employee shall not encourage or induce, or take any action that has the effect of encouraging or inducing, any employee of Hyperion, or any of Hyperion’s corporate affiliates, to terminate that employee’s employment.

  • Options, Warrants and Rights Grant or issue any options, warrants, calls, puts or other rights of any kind relating to the purchase, redemption or conversion of shares of its capital stock or any other securities (including securities convertible into capital stock) or enter into any agreement or understanding with respect to any such action.

  • Options and Rights In the event that, during the term of this pledge, subscription Options or other rights or options shall be issued in connection with the pledged Shares, such rights, Options and options shall be the property of Pledgor and, if exercised by Pledgor, all new stock or other securities so acquired by Pledgor as it relates to the pledged Shares then held by Pledgeholder shall be immediately delivered to Pledgeholder, to be held under the terms of this Security Agreement in the same manner as the Shares pledged.

  • Interim Covenants During the period from the date of this Agreement and continuing until the Closing, the Seller and the Stockholders each agree (except as expressly contemplated by this Agreement or to the extent that Buyer shall otherwise consents in writing) that:

  • Company Covenants Concerning Securities and Rights The Company covenants and agrees that:

  • Ship Covenants The undertakings in this Clause 21 remain in force throughout the Security Period.

  • Vendor’s Covenants The Vendor will have performed and complied with all agreements, covenants and conditions as required by this Agreement.

  • Warrants and Representative's Warrants The Representative's Warrants shall have the same terms and be in the same form as the Public Warrants except with respect to the Warrant Price as set forth below in Section 3.1.

  • Purchaser’s Covenants The Purchaser will have performed and complied with all covenants, agreements and conditions as required by this Agreement.

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