Sublicense Limitations. The license granted by FIS to LPS pursuant to this Article VI is subject to the right of sublicense (without further consent from FIS) in accordance with the following limitations: (i) Sublicenses may be granted hereunder by LPS solely to members of the LPS Group, effective upon written notice to FIS, which notice discloses the name and address of the sublicensee, and effective only for so long as such sublicensee is a member of the LPS Group. (ii) In the event that LPS sublicenses to a sublicensee, LPS agrees to impose on each of its sublicensees obligations to comply with the terms of this Article VI, including without limitation, obligations regarding confidentiality and shall not permit any sublicensee to grant further sublicenses without the prior written approval of FIS. (iii) LPS (A) shall be and remain liable to FIS for each sublicensee and any breach of the terms of the applicable sublicense and the terms of this Article VI and (B) shall use its commercially reasonable best efforts to minimize any damage (current and prospective) done to FIS as a result of any such breach.
Appears in 3 contracts
Samples: Contribution and Distribution Agreement (Fidelity National Information Services, Inc.), Contribution and Distribution Agreement (Lender Processing Services, Inc.), Contribution and Distribution Agreement (Lender Processing Services, Inc.)
Sublicense Limitations. The license granted by FIS to LPS pursuant to this Article VI is subject to the right of sublicense (without further consent from FIS) in accordance with the following limitations:
(i) Sublicenses may be granted hereunder by LPS solely to members of the LPS Group, effective upon written notice to FIS, which notice discloses the name and address of the sublicensee. Notwithstanding the forgoing, and effective only for so long as such sublicensee is a member LPS shall not grant sublicenses, directly or indirectly, of the LPS GroupFIS Marks to a Competitor of FIS or any FIS Subsidiary.
(ii) In the event that LPS sublicenses to a sublicensee, LPS agrees to impose on each of its sublicensees obligations to comply with the terms of this Article VI, including without limitation, obligations regarding confidentiality and shall not permit any sublicensee to grant further sublicenses without the prior written approval of FIS.
(iii) LPS (A) shall be and remain liable to FIS for each sublicensee and any breach of the terms of the applicable sublicense and the terms of this Article VI and (B) shall use its commercially reasonable best efforts to minimize any damage (current and prospective) done to FIS as a result of any such breach.
Appears in 1 contract
Samples: Contribution and Distribution Agreement (Lender Processing Services, Inc.)