Sublicensing and Distribution. (i) This Agreement and the License or other rights granted hereunder may be assigned, sublicensed, joint ventured or transferred by Licensee, upon the approval of Licensor in advance, in writing, which approval will not be unreasonably denied or delayed. Any transferee shall be required to prove to Licensor that it is capable of meeting the financial obligations contained herein.
Sublicensing and Distribution. Licensee is hereby granted the right, to the extent reasonably necessary to effectuate this Agreement for the benefit of the Parties, to sublicense its rights in the Licensed Indices and Licensed Marks to the Alpha Architect ETF Trust (the “Trust”)(of which each particular Fund is a series), and to sublicense its rights in the Licensed Marks to the Trust’s board of trustees and the Trust’s service providers. Licensee will use reasonable care to ensure no sublicensee hereunder exceeds the rights granted to it. Licensee shall not directly disseminate or otherwise publish, distribute or disclose to any third party any of the Licensed Indices except as may be required under applicable Laws or as otherwise described in Section 1(a) or Section 1(b).
Sublicensing and Distribution. Licensee shall have the right to sublicense its rights under Section 2.1 and to enter into distribution, OEM and other relationships with third parties with respect to the Licensed Products in the Field of Use, provided that [*] = Portions of this exhibit have been omitted pursuant to a confidential treatment request. An unredacted version of this exhibit has been filed separately with the Commission.
(i) such sublicense or other agreement with a sublicensee or third party or an Affiliate of Licensee (“Other Agreement”) shall obligate such sublicensee or third party or an Affiliate of Licensee to assume and abide by all duties, obligations and restrictions provided under this Agreement and Licensee shall cause such sublicensee or third party or an Affiliate of Licensee to comply with all of Licensee’s duties, obligations and restrictions hereunder, (ii) within thirty (30) days of execution of an Other Agreement, Licensee shall provide a copy of such Other Agreement to Medtronic, (iii) any such sublicense or third party relationship granted by Licensee shall terminate automatically upon the termination of this Agreement, or shall be modified, if applicable, to become non-exclusive if Medtronic exercises its rights under Section 4.4, and (iv) the royalty rate due from such sublicensee or third party of an Affiliate of Licensee under an Other Agreement shall at no time be less than the royalty rate due Medtronic under Section 3.2 of the Agreement. Prior to termination, Licensee shall be responsible for: (i) the payment to Medtronic of all royalties based upon the Net Sales of License Products by such sublicensees or such third parties or by Licensee’s Affiliates; and (ii) the performance of all of the obligations of such sublicensees or such third parties or by Licensee’s Affiliates herein.
Sublicensing and Distribution shall be amended by adding the following phrase before the first word of the first sentence: “Except as otherwise provided in Section 2.1, ....”
Sublicensing and Distribution. (i) The performance of Licensee hereunder is of a personal nature. Therefore, neither this Agreement nor the license or other rights granted hereunder may be assigned, sublicensed or transferred by Licensee, whether to a Subsidiary or Affiliate, nor may Licensee delegate any of Licensee's obligations under this Agreement without Licensor's prior written approval, such approval not to be unreasonably withheld or delayed. Any attempted assignments, transfer, or sublicenses by Licensee without such approval shall be void and a material breach of this Agreement. Notwithstanding the foregoing, Licensee shall have the right, subject to the terms of this Agreement including but not limited to Section 2 hereof, to sub-license the Licensed Xxxx to Xxxxxx Xxxxxxxxxx, Inc. or to assign this Agreement to Xxxxxx Xxxxxxxxxx, Inc.
Sublicensing and Distribution. A. The performance of Licensee hereunder is of a personal nature. Therefore, neither this Agreement nor the License or other rights granted hereunder may be assigned, sublicensed or transferred by Licensee, whether to a Subsidiary, Affiliate or unrelated third-party except by prior written approval of Licensor, which approval will not be unreasonably withheld. However, any assignment of this Agreement or the rights granted hereunder must be to an entity with equal or superior financial strength to Licensee, unless Licensor agrees otherwise.
B. Notwithstanding anything contained to the contrary in this Agreement, this Agreement shall not terminate if Licensee is merged or otherwise consolidated into another entity which is the surviving entity of equal or superior financial strength.
C. Licensee shall be entitled to use distributors in connection with its sale of Licensed Products under this Agreement without approval of Licensor. No such distributor, however, shall be entitled to exercise any of Licensee's rights hereunder except for the manufacture and sale of Licensed Products which have been approved by Licensor hereunder.
Sublicensing and Distribution. Subject to Section 2.1.2, Urologix shall have the right to sublicense its rights under Section 2.1.1(a) to which Medtronic or its Affiliates have the right to grant sublicenses as provided in the Licensed-In Agreements, and to enter into distribution, OEM and other relations with third parties with respect to Products in the Field of Use, provided that (i) such sublicense or other agreement with a sublicensee or third party (“Other Agreement”) shall obligate such sublicensee or third party to assume and abide by all duties, obligations and restrictions provided under this Agreement; and (ii) any such sublicense or third party relationship granted by Urologix shall terminate automatically upon the termination of this Agreement, other than a termination in connection with the Acquisition Closing under the Acquisition Option Agreement in which case such sublicenses and third party relationships will survive termination of this Agreement.
Sublicensing and Distribution. (i) The performance of Licensee hereunder is of a personal nature. Therefore, neither this Agreement nor the license or other rights granted hereunder may be assigned, sublicensed or transferred by Licensee, whether to a subsidiary or Affiliate except as approved by Licensor in advance, in writing, which approval will not be unreasonably denied.
Sublicensing and Distribution. (i) The performance of Licensee hereunder is of a personal nature. Therefore, neither this Agreement nor the license or other rights granted hereunder may be assigned, sublicensed (other than to Perfumania) or transferred by Licensee, whether to a Subsidiary or Affiliate, nor may Licensee * Confidential terms omitted and provided separately to the Securities and Exchange Commission. delegate any of Licensee’s obligations under this Agreement without Licensor’s prior written approval, such approval not to be unreasonably withheld or delayed. Any attempted assignments, transfer, or sublicenses by Licensee without such approval shall be void and a material breach of this Agreement. Notwithstanding the foregoing, Licensee shall have the obligation, subject to the terms of this Agreement including but not limited to Section 2 hereof, to sub-license the Licensed Xxxx to Perfumania or to assign this Agreement to Perfumania.
Sublicensing and Distribution. (i) The performance of Licensee hereunder is of a personal nature. Therefore, neither this Agreement nor the license or other rights granted hereunder may be assigned, sublicensed (other than to Perfumania) or transferred by Licensee, whether to a Subsidiary or Affiliate, nor may Licensee delegate any of Licensee’s obligations under this Agreement without Licensor’s prior written approval, such approval not to be unreasonably withheld or delayed. Any attempted assignments, transfer, or sublicenses by Licensee without such approval shall be void and a material breach of this Agreement. Notwithstanding the foregoing, Licensee shall have the obligation, subject to the terms of this Agreement including but not limited to Section 2 hereof, to sub-license the Licensed Xxxx to Perfumania or to assign this Agreement to Perfumania.
