Rights of Approval. 5.1 Prior to the initial manufacturing and printing of the Licensed Publication, the Licensee shall, if so requested by DACS or the Artist, provide for approval by DACS or the Artist samples of the intended use of the Work in the Licensed Publication in the form stipulated by DACS (which shall include digital layouts and printer’s proofs). The Licensee shall not commence manufacture until such approval is given in writing by DACS. After such samples have been approved, the Licensee shall not depart therefrom in any material respect without the prior written consent of DACS.
5.2 No later than one month after the Licensed Publication has been issued, the Licensee shall submit to DACS the number of Samples of each Licensed Publication as set out in the Term Sheet. Thereafter, if the Licensee makes any permitted change to the content of the Licensed Publication and DACS requests a sample, the Licensee shall submit such sample to DACS no later than one month after receipt of DACS’ request.
5.3 The Licensee shall use its best endeavours to ensure that the colour of the printed copies of Work matches the colour of the original Work.
Rights of Approval. Prior to the broadcast of the Programme, the Licensee shall, if so requested by DACS or the Artist, provide for approval by DACS or the Artist an offline edit of the intended use of the Work in the Programme. The Licensee shall not permit broadcast of the Programme until such approval is given in writing by DACS. After such offline edits have been approved, the Licensee shall not depart therefrom in any material respect without the prior written consent of DACS.
Rights of Approval. 7.1 Prior to the initial creation and communication of the Digital Publication to the public, the Licensee shall, if so requested by DACS or the Artist, provide for approval by DACS or the Artist Samples of the intended use of the Work in the Digital Publication in the form stipulated by DACS (which shall include digital layouts and proofs). The Licensee shall not commence any communication of the Digital Publications to the public until such approval is given in writing by DACS. After such Samples have been approved, the Licensee shall not depart therefrom in any material respect without the prior written consent of DACS.
7.2 No later than one month after the Digital Publication has been made available to the public, the Licensee shall submit to DACS the Samples. The Licensee shall provide further copies of the Digital Publication during the Term, if requested by DACS on behalf of the Artist from time to time. Thereafter, if the Licensee makes any permitted change to the content of the Digital Publication and DACS requests a sample, the Licensee shall submit such sample to DACS no later than one month after receipt of DACS’ request.
7.3 The Licensee shall use its best endeavours to ensure that the colour of the digital copies of the Work matches the colour of the original Work.
Rights of Approval. Without the Purchaser's prior written consent, which shall not be unreasonably withheld, delayed or conditioned, the Company and UniDial will not (i) make material expenditures even if in the normal and ordinary course of business, except with respect to payments made to WorldCom, Inc. or its affiliates on account of the purchase of telecommunications services from WorldCom (ii) enter into an agreement to sell or otherwise transfer any material part of its assets or ownership interests in subsidiaries, (iii) enter into an agreement to make or suffer to remain outstanding any material loan or advance to, or enter into an agreement to receive a material loan or other extension of material credit, or purchase or acquire for a material amount or by assumption of a material liability any stock, bonds, notes or securities of, or any partnership interest or limited liability company interest in, or make any material capital contribution to, any other person, partnership, company, or other entity, (iv) appoint a person other than J. Sherxxx Xxxxxxxxx XXX as chief executive officer, (v) materially modify its agent program as currently in effect, (vi) change the independent accountants of the Company nor engage any additional independent accountants, it being understood that the independent accountants of the Company must be an international firm of recognized prestige, (vii) increase the compensation of any officer or executive by more than fifteen (15%) percent in any year, or enter into any employment agreement, any severance agreement, or any material transaction or series or related transactions with any of the Shareholders (as defined in the Shareholder's Agreement) or any of their Affiliates (as defined in the Shareholder's Agreement) except on terms that are at least as favorable to the Company as could be obtained in an arms-length transaction, or enter into an employment agreement or severance agreement that involves more than $100,000, or (viii) initiate any litigation, or consent to the settlement or admit liability with respect to or fail to diligently contest any litigation against it, which involves more than $250,000. For purposes of subsections (i) through (iii) of this Section 6.2, "material" shall mean an amount in excess of $5,000,000.
Rights of Approval. Except where otherwise specifically provided, each Party will act reasonably in each case where it is entitled to exercise discretion, except where it is specifically provided that the Party’s consent may be unreasonably withheld, it will not unreasonably withhold or delay the exercise of any such discretion.
Rights of Approval. Licensee acknowledges that in order to ensure that the appearance, quality, manufacturing, marketing, sale, distribution, and other exploitation of the Licensed Products are consonant with Rxxxxxxxxx'x name and reputation and with the goodwill associated with Rxxxxxxxxx and the Licensed Elements, to ensure the protection of Licensor's copyrights and trademarks, and to advance Licensor's educational and business interests, Licensor has and retains the sole and exclusive right to approve any use of any portion of the Licensed Elements under this Agreement. Licensee shall provide a complete copy of each proposed use to Licensor at the address above, and if no written objection to such use specifying in detail the basis for the objection is received by Licensee at the address above within seven calendar days of receipt of such copy by Licensor, Licensor shall be deemed to have irrevocably approved of such use. Licensor may not unreasonably withhold an approval hereunder. Once approved by Licensor, Licensee shall not make any changes to any approved use without the further approval of Licensor hereunder.
Rights of Approval. 5.1 DACS / the Artist shall have the right to approve the Licensed Publication. Such approval shall be given or withheld at their absolute discretion. The Licensed Publication shall not be distributed or sold by the Licensee without such prior written approval.
Rights of Approval a. NAIPC® will have approval of:
i. Admittance of chapters into the national organization, eligibility requirements for both NAIPC® and chapters, a contract defining the relationship between NAIPC® and Chapter;
ii. The requirements for membership in both NAIPC® and Chapter;
iii. All members for NAIPC® and Chapter;
iv. The bylaws drafted by the Chapter;
v. Use of the NAIPC® logo and name;
vi. Any and all public advertising done by NAIPC® or the chapter that utilizes the logo or name;
vii. The structure and responsibilities of the Council of Chapters; and
viii. Any utilization of the NAIPC® or chapter membership list.
b. The local Chapter will have approval of:
i. Arranging Chapter meetings and setting their agendas;
ii. The use of the Chapter dues; and
iii. Organizing and administering local aging in place events.
Rights of Approval. 7.1 Prior to the initial creation and communication of the Relevant Page(s) to the public, the Licensee shall, if so requested by DACS or the Artist, provide for approval by DACS or the Artist samples of the proposed Relevant Page(s) in a form stipulated by DACS (which shall include digital layouts and proofs). The Licensee shall not commence any communication of the Relevant Page(s) to the public until such approval is given in writing by DACS. After such samples have been approved, the Licensee shall not depart therefrom in any material respect without the prior written consent of DACS.
7.2 The Licensee shall use its best endeavours to ensure that the colour of the digital copies of the Work matches the colour of the original Work.
Rights of Approval. 5.1 DACS or the Artist shall have the right to approve Pre-production models of the Licensed Product and packaging. Such approval shall be given or withheld at their absolute discretion. The Licensed Products shall not be distributed or sold by the Licensee without such prior written approval. After such Pre-production models have been approved, the Licensee shall not depart from the same without the prior written consent of DACS or the Artist.
5.2 The Licensee shall ensure that each copy of the Licensed Product shall conform in all respects with the approved Pre-production models. DACS shall have the right to terminate the Licence with immediate effect in the event of any copy of the Licensed Product not conforming with the approved sample being sold or offered for sale.
5.3 The Licensee may reproduce a Work on the packaging of the Licensed Product only if expressly set out in the Term Sheet.
5.4 No later than one month after the Licensed Product has been made available to the public, the Licensee shall at its own expense submit to DACS the Samples as set out in the Term Sheet.
5.5 The Licensee shall use its best endeavours to ensure that the colour of the printed copies of Work in the Licensed Products matches the colour of the original.
