Terms and Conditions of License. The foregoing assignment is made subject to the following terms and conditions:
(a) The Owner reserves all rights in and to all copyrights of the Composition and all the rights of any and every nature thereunder existing, for all the countries of the world outside the licensed Territory.
(b) The Owner reserves the exclusive right to license world-wide uses of the title of the Composition as a title for Motion Pictures.
(c) The grant of performing rights is subject to the rights of [NAME OF HOLDER]. The Sub- Publisher shall cause the performing and broadcast rights of the Song to be registered with the performing rights societies in the licensed Territory so as to provide that the entire publisher's share of performing fees and broadcasting fees shall be credited and paid to the Owner. The Sub-Publisher shall account to the Owner with respect thereto in accordance with Section 4.(b)(iii).
(d) The Sub-Publisher shall have the right to issue non-exclusive world-wide licenses for the synchronization of the Composition with sound motion pictures. If such motion pictures are produced and originate in the Territory. The Owner reserves unto itself the exclusive right to grant licenses for the entire world for the synchronization of the Composition with sound motion pictures, if such sound motion pictures are produced and originate outside of the Territory, and the Sub-publisher shall not be entitled to share in any world-wide fees received by Owner in respect of any such world-wide licenses.
(e) The Sub-Publisher shall have the right to arrange and adapt the Composition, and to translate the lyrics of the Composition into languages of the Territory, or have a new title and lyrics written therefore, and said arrangements, adaptations, translations and new title and lyrics shall be the property of the Owner, subject to the rights of the Sub-Publisher hereunder.
Terms and Conditions of License. When accepted by the San Jacinto River Authority (“SJRA”) in writing, this document shall constitute a contractual agreement with legal and binding consequences. The applicant, who upon acceptance shall be referred to as the Licensee, hereby represents, covenants, and agrees, on behalf of Applicant and Applicant’s heirs, assigns, and any other person claiming by, under, or through Applicant/Licensee, as follows:
Terms and Conditions of License. (1) Yokogawa grants you, for the purpose of single use, non-exclusive and non-transferable license of the Package Software Product on designated computer agreed by both parties with the license fee agreed separately by the both parties.
(2) You are, unless otherwise agreed in writing by Yokogawa, not entitled to sell, lend, distribute, transfer or sublicense, or if any, pledge the Package Software Product. You shall not also use the Package Software Product on other computer than the designated one through any network or line, including but not limited to intranet, internet, local area network and wide area network.
(3) The Package Software Product shall not be copied in whole or in part except keeping one copy for back-up purpose unless otherwise agreed by Yokogawa in advance. You shall secure or supervise the copy of the Package Software Product by you in strict and due care.
(4) You shall not and shall not have any third party, including the end user, alter, decompile, disassemble, decrypt, extract or otherwise reverse-engineer the Package Software Product or create any derivative works thereof. Unless otherwise separately agreed by Yokogawa, Yokogawa has no obligation to provide you with the source code for the Package Software Product.
(5) The Package Software Product including all proprietary technology, algorithm, and know-how such as a factor, invariant or process contained therein shall be the proprietary property or trade secret of Yokogawa or a third party which grants Yokogawa the rights.
(6) The proprietary property and/or trade secret as defined in the preceding Article 2.(5) shall not be published or disclosed to any third parties except for your limited employees or equivalents thereto who need to have access thereto. You are also required to impose the same confidentiality obligation on them.
(7) Yokogawa may use or add copy protection in or to the Package Software Product. In no event shall you remove or attempt to remove such copy protection.
(8) The Package Software Product and the all copies thereof shall be returned to Yokogawa or the party designated by Yokogawa immediately after the expiration or termination of this Agreement. Alternatively, if Yokogawa requires in writing to you that all the Package Software Product is destroyed or disposed, all the information therein shall be deleted completely.
(9) The Package Software Product may include software program of a third party (hereinafter called “Third Party Software”, which may inc...
Terms and Conditions of License. The Parties shall, in good faith and as soon as reasonably possible after receipt of SLANG’s notice by GHNA, negotiate the terms and conditions of the license for that Territory, including without limitation the financial terms. The Parties acknowledge that the financial terms are to be consistent with a revenue share model based on a 60/40 split in favor of SLANG, but subject to adjustment based on market conditions and potential opportunity for a particular territory. Further, the Parties acknowledge that prior to entering into this Agreement, they were in the process of negotiating intellectual property and seed licenses for all of the Territories and that drafts of such licenses were circulated and close to finalization; a copy of the form of such licenses is attached hereto as Schedule “E.” The Parties shall use Schedule E as a basis of the license for a Territory. Notwithstanding the foregoing, the license in respect of each Territory shall contain provisions consistent with the revenue share model as aforesaid and the provisions set out in Section 2(e).
Terms and Conditions of License. The following terms and conditions apply to the License granted hereunder.
Terms and Conditions of License. The following terms shall apply to the licenses granted under JDA.
1. OPT agrees to make up to [***] PowerBuoys royalty-free throughout the entire experimental phases funded by [***] which starts in April 2013 and is expected to last until 2017 or 2018 as the case may be, on condition that such deployment is a clear requirement documented by [***] in their contract. If more than [***] PowerBuoys (including any parts thereof) shall be manufactured within the framework of such [***] Project, the Royalties are payable under the terms hereunder with respect to any PowerBuoys (including any parts thereof) except for the first [***]. *** Indicates a portion of the exhibit has been omitted based on a request for confidential treatment submitted to the Securities and Exchange Commission. The omitted portions have been filed separately with the Commission.
2. MES shall have the sole authority to market, manufacture, sell and maintain the OPT System for use in the MES-Territory in accordance with the terms of this CA, subject to the obligation for MES to purchase PTO from OPT under applicable terms of the JDA, this CA and the PTO-Frame Sales Agreement (as defined below). MES shall be the prime contractor in all such contracts within the MES-Territory. However, MES may not make any commitments or warranties on behalf of OPT without OPT’s prior written approval.
3. For Combined Utility Solution or APB including [***] and related services sold by MES in the MES-Territory, MES shall purchase all of its requirements for PTO units from OPT. However, MES may use the K-Model or N-Model control system for wave capture optimization or OPT’s control system for wave capture optimization in conjunction with OPT’s PTO subject to the various related terms and provisions in the JDA, this CA and the PTO-Frame Sales Agreement.
4. OPT shall sell, or provide technology access to, the OPT System for use in the MES-Territory only in cooperation with MES and subject to the terms of this CA, and OPT shall not license or sell the OPT System into the MES-Territory or otherwise cooperate with any third party to distribute a wave energy based electrical power generation solution in the MES-Territory.
5. MES shall not license, sell or otherwise distribute, or cooperate with any third party to distribute, a wave energy based electrical power generation solution in the MES-Territory other than the OPT System and [***].
6. Unless otherwise agreed in writing between the Parties, each Party shall be...
Terms and Conditions of License. The Distributor may, on a non-exclusive basis, download and use the DPS products to freely distribute to prospective resellers or end customers. The distribution may only take place if the prospective purchasers or end customers are enabled to use the DPS services as directed in the DPS solution. . In the event of the Distributor delivering DPS software on a CD-ROM, or by downloading them from a DPS site or selling DPS tokens, then unless informed otherwise by the Distributor in writing, DPS shall be entitled to distribute the similar DPS products through various distribution channels available. The Distributor may only be registered once with DPS. This license may not be transferred or assigned by the Distributor. The Distributor shall not permit or cause the DPS products to be reverse engineered, decompiled, or disassembled under any conditions.
Terms and Conditions of License. The licenses granted herein are subject to the following terms and conditions:
A. Title to and Ownership of the Programs, Modification - TXEN acknowledges that the Programs are the commercially valuable, proprietary products and property of CSCHS. TXEN further acknowledges that the Licensed Property represents a substantial economic resource to CSCHS. TXEN further acknowledges that CSCHS treats the Licensed Property as confidential and that the Licensed Property constitute trade secrets of CSCHS, regardless of whether the Licensed Property is or may be copyrighted or patented. Title, full ownership and all proprietary rights in the Licensed Property, including Modifications made by TXEN and/or its customers shall remain with CSCHS. TXEN shall neither receive nor retain any interest in the Licensed Property (other than the right to use the Licensed Property in accordance with the provisions of the Accruement) nor will any right be vested in TXEN to transfer use of the Licensed Property to any other entity. TXEN agrees that Modifications, customizations and enhancements of the Licensed Property whether made by TXEN, CSCHS, or a third party shall belong solely and exclusively to CSCHS. Any such Modifications, customizations, and enhancements made by TXEN shall be licensed to TXEN under the same terms and conditions of this Agreement as are applicable to the Licensed Property. Notwithstanding the foregoing, TXEN retains ownership of its intellectual rights, market knowledge and experience in developing new products, and is not precluded from future development, without using CSCHS' proprietary products, of products for the health care, insurance or self-funded markets that may be proprietary to TXEN. In the development of future proprietary TXEN products, TXEN shall not have the right to physically incorporate MHS Version 1, MHS-TXEN, or Modifications, as defined by their source code, file structures, and documentation. However, in conjunction with its future development of proprietary TXEN products, TXEN shall have the right to incorporate technical and healthcare market concepts embodied in MHS-TXEN and the Modifications.
B. TXEN agrees to assign to CSCHS and to cause its employees, subcontractors and agents to assign to CSCHS, all right, title and interest in all Modifications made by or for TXEN or CSCHS under this Agreement. The assignments do and shall expressly include all copyright rights and all author's rights, including, without limitation, moral ri...
Terms and Conditions of License. (1) Yokogawa grants the Licensee non-transferable and non-exclusive license to use the Software, which Yokogawa owns under copyright, industrial property right and/or any other right.
(2) The Licensee is granted, provided that the Licensee complies with the terms and conditions of this Agreement, to use the Software and produce derivatives through using the Software, provided, however, that the Licensee shall not copy, sell, distribute, transfer, lend, pledge, transmit nor sub-license to use the Software to any third party.
(3) In no event, should Yokogawa be obliged to provide the Licensee and a third party with services, information, maintenance, up-grade, revision-up and otherwise in connection with or relating to the Software and its derivatives.
Terms and Conditions of License
