Sublicenses of Matterport Content Sample Clauses

Sublicenses of Matterport Content. Customer may permit users to display and use the Matterport Content through the Developer Application, provided that any and all such use is carried out in accordance with the terms of the Commercial Partner Terms. Without prejudice to the foregoing, Customer shall ensure that any additional terms that Customer imposes on such users with respect to their usage of the Matterport Content through the Developer Application do not: (a) impose or purport to impose any obligation on Matterport that would be inconsistent with this PSA; or (b) make or purport to make any representation, warranty, or covenant on behalf of Matterport. For the avoidance of doubt, notwithstanding anything to the contrary in this Schedule 1, all use and exploitation of Matterport Content howsoever arising remains subject to the terms otherwise set out in this PSA and Customer shall ensure that the Developer Application terms of use: (a) expressly state that, by using the Developer Application, users are agreeing to be bound by the terms set out in this PSA; (b) do not contain anything that conflicts with this Schedule or the terms otherwise set out in this PSA (and Customer shall not remove, obscure, or alter any references to such terms set out therein).
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Sublicenses of Matterport Content. Customer may not charge a fee to permit users to display and use the Matterport Content through the Developer Application. In such case, Customer shall enter into a commercial partner agreement (“Commercial Partner Terms”) with Matterport which shall govern all such use. Without prejudice to the foregoing, Customer shall ensure that any additional terms that Customer imposes on such users with respect to their usage of the Matterport Content through the Developer Application do not: (a) impose or purport to impose any obligation on Matterport that would be inconsistent with this PSA; or (b) make or purport to make any representation, warranty, or covenant on behalf of Matterport. For the avoidance of doubt, notwithstanding anything to the contrary in this Schedule 1, all use and exploitation of Matterport Content howsoever arising remains subject to the terms otherwise set out in this PSA and Customer shall ensure that the Developer Application terms of use: (a) expressly state that, by using the Developer Application, users are agreeing to be bound by the terms set out in this PSA; (b) do not contain anything that conflicts with this Schedule or the terms otherwise set out in this PSA (and Customer shall not remove, obscure, or alter any references to such terms set out in the Commercial Partner Terms).

Related to Sublicenses of Matterport Content

  • SOFTWARE LICENSE GRANT Where Product is acquired on a licensed basis the following shall constitute the license grant:

  • License Types The following License Types may be offered with respect to individual Software products or product families. Additional license types may be specified with respect to certain products or product groups as set forth in the Product Specific Terms. The License Type will be specified in an LSDA.

  • Royalties, Licenses, and Patents Unless otherwise specified, Contractor shall pay all royalties, license, and patent fees associated with the goods that are the subject of this solicitation. Contractor warrants that the goods, materials, supplies, and equipment to be supplied do not infringe upon any patent, trademark, or copyright, and further agrees to defend any and all suits, actions and claims for infringement that are brought against the City, and to defend, indemnify and hold harmless the City, its elected officials, officers, and employees from all liability, loss and damages, whether general, exemplary or punitive, suffered as a result of any actual or claimed infringement asserted against the City, Contractor, or those furnishing goods, materials, supplies, or equipment to Contractor under the Contract.

  • Third Party Licenses If (a) in the opinion of outside patent counsel to Licensee, Licensee, or any of its Affiliates or Sublicensees, cannot Exploit a Licensed Product in a country in the Territory without infringing one or more Patents that have issued to a Third Party in such country, or (b) as a result of any claim made against a Party, or any of its Affiliates or Sublicensees, alleging that the Exploitation of a Licensed Product infringes or misappropriates any Patent or any other intellectual property right of a Third Party in a country in the Territory, a judgment is entered by a court of competent jurisdiction from which no appeal is taken within the time permitted for appeal, such that Licensee cannot Exploit such Licensed Product in such country without infringing the Patent or other proprietary rights of such Third Party, then, in either case, Licensee shall have the first right, but not the obligation to negotiate and to obtain a license from such Third Party as necessary for the Exploitation of any Licensed Product hereunder in such country; provided, however, that NovaDel shall have the sole right to seek any such license with respect to the Licensed Process and shall use commercially reasonable efforts to obtain such a license in its own name from such Third Party in such country, under which NovaDel shall, to the extent permissible under such license, grant a sublicense to Licensee as necessary for Licensee, and any of its Affiliates and Sublicensees, to Exploit the Licensed Product as provided hereunder in such country. Licensee shall be solely responsible for one hundred percent (100%) of all royalty and other obligations with respect to the Exploitation of the Licensed Product; provided, however, that Licensee shall have the right to credit fifty percent (50%) any royalties paid by Licensee, its Affiliates or Sublicensees under such license with respect to such country against the royalty payments to be paid by Licensee to NovaDel with respect to the sale of the Licensed Product(s) under Section 4.1; provided, however, that no royalty payment when due, regardless of the amount or number of credits available to Licensee in accordance with this Agreement, shall be reduced by more than fifty percent (50%) of the amounts otherwise owed pursuant to Section 4.1 in any calendar quarter. Credits not exhausted in any calendar quarter may be carried into future calendar quarters.

  • Intellectual Property Matters A. Definitions

  • Software Licenses Seller has all necessary licenses to use all material third-party software used in connection with the Purchased Assets, and to Sellers’ knowledge, Sellers’ use of third-party software does not infringe the rights of any Person or Entity.

  • SOFTWARE LICENSE GRANT Where Product is acquired on a licensed basis the following shall constitute the license grant:

  • 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).

  • Notification of Modifications of Licensed Materials From time to time Publisher may add, change, or modify portions of the Licensed Materials, or migrate the Licensed Materials to other formats. When such changes, modifications, or migrations occur, the Licensor shall give notice of any such changes to Licensee as soon as is practicable, but in no event less than sixty (60) days in advance of modification. Such a notice may also be given directly by the Publisher to the Licensee. If any of the changes, modifications, or migrations renders the Licensed Materials substantially less useful to the Licensee, the Participating Institutions or their Authorized Users, the Licensee may seek to terminate this Agreement for breach pursuant to the termination provisions of this Agreement in Section XI, below.

  • 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.

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