Third Party Clearances Sample Clauses
The Third Party Clearances clause requires that any necessary permissions, licenses, or approvals from external parties are obtained before certain activities or uses can proceed under the agreement. In practice, this means that if the contract involves materials, intellectual property, or services that are owned or controlled by someone other than the contracting parties, those rights must be cleared and documented. This clause ensures that all legal rights are properly secured, thereby preventing potential disputes or legal challenges arising from unauthorized use of third-party assets.
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Third Party Clearances. You shall obtain all necessary third-party clearances in connection with all Artist Content and Product (including the payment of any associated fees, royalties and other costs). Without limiting the generality of the foregoing, with respect to all uses of musical compositions, sound recordings and audiovisual productions in connection with the Store, you agree to grant or cause Artist and/or any applicable third parties (e.g., music publishers, record companies and performing rights societies) to grant to ADNM any and all required rights. However, ADNM shall not use any particular sound recording, musical composition or audiovisual production on the Store, or provide access to any feature or service on the Store which entails the public performance of music (e.g., live audio streaming), except at your request or with your approval. If ADNM nevertheless shall pay, with your approval, any third party clearance cost relating to the Store (which ADNM is not obligated to do), all such amounts shall be deducted from any and all monies otherwise payable to you under this Agreement (except to the extent deducted from monies otherwise payable by ADNM to Merchandiser, it being understood that such costs shall be subject to allocation by ADNM, in ADNM's reasonable business judgment, between you and Merchandiser taking into account whether the applicable costs related to Merchandiser Product and/or Artist Product).
Third Party Clearances. You shall obtain all necessary third-party clearances in connection with all Artist Content and Product (including the payment of any associated fees, royalties and other costs). Without limiting the generality of the foregoing, with respect to all uses of musical compositions, sound recordings and audiovisual productions in connection with the Store, you agree to grant or cause Artist and/or any applicable third parties (e.g., music publishers, record companies and performing rights societies) to grant to ADNM any and all required rights. However, ADNM shall not use any particular sound recording, musical composition or audiovisual production on the Store or the Artist Site, or provide access to any feature or service on the Store or the Artist Site which entails the public performance of music (e.g., live audio streaming), except at your request or with your approval. If ADNM nevertheless shall pay, with your approval, any third party clearance cost relating to the Store and/or the Artist Site (which ADNM is not obligated to do), all such amounts shall be deducted from any and all monies otherwise payable to you under this Agreement (except to the extent deducted from monies otherwise payable by ADNM to Merchandiser, it being understood that such costs shall be subject to allocation by ADNM, in ADNM's reasonable business judgment, between you and Merchandiser taking into account whether the applicable costs related to Merchandiser Product and/or Artist Product).
Third Party Clearances. 4.1 The waiver (or non-exercise within any applicable time limits) by any Relevant Authority or any other body or person whatsoever in any jurisdiction (each a Third Party) of any termination right, right of pre-emption, first refusal or similar right (which is material in the context of the Wider Brand Architekts Group taken as a whole or in the context of the Acquisition) arising as a result of or in connection with the Acquisition including, without limitation, its implementation and financing or the proposed direct or indirect acquisition of any shares or other securities in, or control or management of, Brand Architekts by Warpaint or any member of the Wider Warpaint Group.
4.2 All necessary filings or applications having been made in connection with the Acquisition and all mandatory statutory or regulatory obligations in any jurisdiction having been complied with in connection with the Acquisition or the acquisition by any member of the Wider Warpaint Group of any shares or other securities in, or control of, Brand Architekts and all material Authorisations (being Authorisations where the direct consequence of a failure to obtain such Authorisation would be unlawful in any relevant jurisdiction or have a material adverse effect on the Wider Brand Architekts Group or the ability of Warpaint to implement the Acquisition) necessary for or in respect of the Acquisition including without limitation, its implementation or the proposed direct or indirect acquisition of any shares or other securities in, or control of, Brand Architekts or any member of the Wider Brand Architekts Group by any member of the Wider Warpaint Group having been obtained in terms and in a form reasonably satisfactory to Warpaint from all appropriate Third Parties or persons with whom any member of the Wider Brand Architekts Group has entered into contractual arrangements and all such material Authorisations necessary to carry on the business of any member of the Wider Brand Architekts Group which is material in the context of the Wider Warpaint Group or the Wider Brand Architekts Group, in either case taken as a whole, or for or in respect of the Acquisition, including without limitation its implementation, remaining in full force and effect and there being no notice or intimation of any intention to revoke or not to renew any of the same at the time at which the Acquisition becomes otherwise unconditional.
4.3 No Third Party having given notice of a decision to take, institute, imp...
Third Party Clearances. You will be responsible for obtaining and paying for any and all clearances or licenses required throughout the universe for the use of Your Authorized Content. Without limiting the generality of the foregoing, you shall be responsible for and shall pay (i) any royalties and other sums due to artists (featured and non-featured), authors, co-authors, copyright owners and co-owners, producers, engineers, and any other record royalty participants from sales or other uses of Your Content, (ii) all mechanical royalties or other sums payable to music publishers and/or authors or co- authors of musical compositions embodied in Your Authorized Content from sales or other uses of Your Authorized Content, (iii) all payments that may be required under any collective bargaining agreements applicable to you or any third party (e.g., to unions or guilds such as AFM or AFTRA), and (iv) any other royalties, fees and/or sums payable with respect to Your Authorized Content or other materials provided by you to us. You agree that the amount payable to you is inclusive of any so-called "artist royalties" that might otherwise be required to be paid for sales or exploitations pursuant to the applicable laws of any jurisdiction and for any public performances, public displays or communications to the public of the sound recordings and musical works constituting Your Authorized Content. To the extent permitted by law, you hereby waive any so-called "moral rights" in Your Authorized Content applicable under the laws of any jurisdiction.
Third Party Clearances. As between Company and Client, Client shall be solely responsible for obtaining all licenses and clearances necessary for the recording, distribution, and other exploitation of all Streams, including, without limitation, all public performance licenses, label waivers, synchronization license for the use of underlying musical compositions embodied in the Streams, and the right to use any performing artist’s professional name, band logo, artwork, voice, approved likeness and biographical material in connection with the distribution, exhibition, promotion, advertising and exploitation of the Stream.
