SUBLICENSES TO SUBSIDIARIES. Subject to the terms and conditions of this Agreement, Mykrolis may grant sublicenses to its Subsidiaries to use the MIL Licensed Know-How in accordance with the license grant in Section 3.1 above; provided that (i) Mykrolis enters into a written sublicense agreement with each such Subsidiary sublicensee, and (ii) such agreement does not include the right to grant further sublicenses. Mykrolis shall provide copies of such written sublicense agreements to MIL upon request. If Mykrolis grants any sublicense rights pursuant to this Section 4.1 and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 4.1 shall terminate 180 days from the date of such cessation.
SUBLICENSES TO SUBSIDIARIES. Subject to the terms and conditions of this License, including all applicable Quality Standards and Trademark Usage Guidelines and other restrictions in this License, Purchaser may grant sublicenses to its Subsidiaries to use the Licensed Marks in accordance with the license grant in Section 2.1 above; provided, that: (a) Purchaser enters into a written sublicense agreement with each such Subsidiary sublicensee, and (b) such agreement does not include the right to grant further sublicenses, except as set forth in Section 3.2 below. If Purchaser grants any sublicense rights pursuant to this Section 3.1 and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 3.1 shall terminate immediately upon the date of such cessation.
SUBLICENSES TO SUBSIDIARIES. Subject to the terms and conditions of this Agreement, MIL may grant sublicenses to its Subsidiaries to use the Mykrolis Licensed Patents in accordance with the license grants in Sections 2.1 and 2.2 above; provided that (i) MIL enters into a written sublicense agreement with each such Subsidiary sublicensee, and (ii) such agreement does not include the right to grant further sublicenses other than in the case of a sublicensed Subsidiary of MIL, to another Subsidiary of MIL. MIL shall provide copies of such written sublicense agreements to Mykrolis upon request. If MIL grants any sublicense rights pursuant to this Section 3.1 and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 3.1 shall terminate 180 days from the date of such cessation.
SUBLICENSES TO SUBSIDIARIES. 4.1 Subject to compliance with the terms and conditions of the provisions of Article 4.2, each party hereto shall have the right to grant to any of its SUBSIDIARIES sublicenses under the licenses granted to it pursuant to this Agreement but without any right to sublicense further.
4.2 Each party hereto shall have the right to grant sublicenses during the term of this Agreement pursuant to Article 4.1 only to those of its SUBSIDIARIES which (i) shall grant to such party licenses under all PATENTS of each such SUBSIDIARY which relate to LICENSED PRODUCTS, and (ii) shall grant to the other party hereto rights, under said PATENTS of such SUBSIDIARY, of a nature which results in the inclusion of all such PATENTS of each such SUBSIDIARY within the definitions of TI PATENTS or within the definitions of LANSTAR PATENTS, as the case may be, for the purposes of this Agreement, provided, however, that, in the case of an existing company acquired by either party as a SUBSIDIARY after the execution date of this Agreement, which company has at any time prior to acquisition by such party engaged in the manufacture of LICENSED PRODUCTS, the consent of the non-acquiring party hereto shall be required for the acquired company to receive a license under PATENTS of the non-acquiring party. Any such consent by the non-acquiring party shall not be unreasonably withheld. Such shall be in writing upon request of the acquiring party. For purposes of this Article 4.2, a SUBSIDIARY of either party which satisfies all of the following conditions ("a Spin-off SUBSIDIARY" shall not be deemed an existing company acquired by that party after the execution date of this Agreement:
(a) It is a SUBSIDIARY in which that party owns or controls, directly, or indirectly through a wholly-owned SUBSIDIARY, ninety-five percent (95%) or more of the outstanding shares or stock entitled to vote for the election of directors (other than any shares or stock whose voting rights are subject to restriction); and
(b) It is a SUBSIDIARY all or substantially all of whose entire assets and other properties are owned or controlled, directly or indirectly, by that party immediately prior to the formation of said SUBSIDIARY, which assets and other properties, at the time of said formation, primarily are used for the manufacture, assembly and/or test of LICENSED PRODUCTS; and
(c) It is a SUBSIDIARY which is not intended, nor is, at least within the remaining term of this Agreement: (i) to be utilized as a vehicle ...
SUBLICENSES TO SUBSIDIARIES. Subject to the terms and conditions of this Agreement, including all applicable Quality Standards and Trademark Usage Guidelines and other restrictions in this Agreement, Palm may grant sublicenses to its Subsidiaries to use the Licensed Marks in accordance with the license grant in Section 3.1 above; provided, that (i) Palm enters into a written sublicense agreement with each such Subsidiary sublicensee, and (ii) such agreement does not include the right to grant further sublicenses other than, in the case of a sublicensed Subsidiary of Palm, to another Subsidiary of Palm. Palm shall provide copies of such written sublicense agreements to 3Com upon request. If Palm grants any sublicense rights pursuant to this Section 4.1(a) and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 4.1(a) shall terminate 180 days from the date of such cessation.
SUBLICENSES TO SUBSIDIARIES. Subject to the terms and conditions --------------------------- of this Agreement, including all applicable Quality Standards and Trademark Usage Guidelines and other restrictions in this Agreement, Buyer may grant sublicenses to its Subsidiaries to use the Licensed Marks in accordance with the license grant in Section 2.1 above; provided, that (i) Buyer enters into a -------- written sublicense agreement with each such Subsidiary sublicensee, and (ii) such agreement does not include the right to grant further sublicenses. Buyer shall provide copies of such written sublicense agreements to the Company upon request. If Buyer grants any sublicense rights pursuant to this Section 2.5 and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 2.5 shall terminate immediately upon the date of such cessation.
SUBLICENSES TO SUBSIDIARIES. Subject to the terms and conditions of this Agreement, MIL may grant sublicenses to its Subsidiaries to use the MMI licensed Know-How in accordance with the license grant in Section 5.1 above; provided that (i) MIL enters into a written sublicense agreement with each such Subsidiary sublicensee, and (ii) such agreement does not include the right to grant further sublicenses. MIL shall provide copies of such written sublicense agreements to MMI upon request. If MIL grants any sublicense rights pursuant to this Section 6.1 and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 6.1 shall terminate 180 days from the date of such cessation.
SUBLICENSES TO SUBSIDIARIES. The grant of each license hereunder includes the right to grant sublicenses within the scope of such license (but not the right to grant further sublicenses) to a Party's Subsidiaries for so long as they remain its Subsidiaries. Any and all licenses or sublicenses granted to Subsidiaries pursuant to this Agreement may be made effective retroactively, but not prior to the Effective Date hereof, nor prior to the sublicensee's becoming a Subsidiary of such Party.
SUBLICENSES TO SUBSIDIARIES. (a) Subject to the terms and conditions of this License, including all applicable Quality Standards and Trademark Usage Guidelines and other restrictions in this License, Purchaser may grant sublicenses to its Subsidiaries to use the Licensed Marks in accordance with the license grant in Section 2.1 above; provided, that: (a) Purchaser enters into a written sublicense agreement with each such Subsidiary sublicensee, and (b) such agreement does not include the right to grant further sublicenses except to other Subsidiaries of Purchaser pursuant to written sublicense agreements. If Purchaser or one of Purchaser’s Subsidiaries grants any sublicense rights pursuant to this Section 3.1 and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 3.1 shall terminate immediately upon the date of such cessation.
(b) Notwithstanding the foregoing, subject to the terms and conditions of this License, including all applicable Quality Standards and Trademark Usage Guidelines and other restrictions in this License, and subject to the closing of a contemplated transaction between Avago Technologies Limited, Purchaser’s parent company (“Avago”), and Palau Acquisition Corporation for purchase of Avago’s storage business, Purchaser may grant a sublicense to Palau Acquisition Corporation (“Palau”) for the Licensed Marks as described in and pursuant to a Trademark License Agreement (“Trademark Sublicense”) between Palau and Purchaser, which is attached in its entirety as Exhibit A hereto.
(c) Seller acknowledges that Avago may enter into similar transactions to sell business lines of Avago in future. Associated with such sales and effective only upon the closing of such sales, and subject to the terms and conditions of this License, including all applicable Quality Standards and Trademark Usage Guidelines and other restrictions in this License, Seller agrees that upon reasonable advance written notice, and subject to Seller’s consent (such consent not to be unreasonably conditioned, delayed or withheld), Purchaser may grant further Trademark Sublicenses to any such acquirors pursuant to written agreements substantially in the form of, and no less protective of Seller’s interests than, the Trademark Sublicense set forth in Exhibit A; provided that the calculation of the license periods in any such Trademark Sublicenses cannot extend beyond the license periods for Purchaser’s licenses under Section 10.5 ...
SUBLICENSES TO SUBSIDIARIES. Subject to the terms and conditions of this Agreement, including all applicable Quality Standards and Trademark Usage Guidelines and other restrictions in this Agreement, Optical Access may grant sublicenses to its Subsidiaries to use the Licensed Marks in accordance with the license grant in Section 3.1 above; provided, that
(i) Optical Access enters into a written sublicense agreement with each such Subsidiary sublicensee, and
(ii) such agreement does not include the right to grant further sublicenses other than, in the case of a sublicensed Subsidiary of Optical Access, to another Subsidiary of Optical Access. Optical Access shall provide copies of such written sublicense agreements to MRV upon request. If Optical Access grants any sublicense rights pursuant to this Section 4.1(a) and any such sublicensed Subsidiary ceases to be a Subsidiary, then the sublicense granted to such Subsidiary pursuant to this Section 4.1(a) shall terminate 180 days from the date of such cessation.
