Common use of Transfer or Acquisition of Titles Clause in Contracts

Transfer or Acquisition of Titles. If any portion of the Licensed Materials is transferred to or acquired from another party, the Distributor shall use reasonable efforts to ensure that the Publisher will use best efforts so the Participating Institutions will not lose access to the Licensed Materials or any rights under this Agreement as a result of the transfer or acquisition. Any archival and perpetual access rights that have been granted shall be retained, whether the Publisher is acting as the transferring or acquiring party. If the Publisher is transferring any portion of the Licensed Materials to another party, the Distributor shall use reasonable efforts to ensure the Publisher´s guarantee to assign all rights and obligations under this Agreement to the assignee, with respect to the transferred portion of the Licensed Materials. If the Publisher is acquiring content that will become subject to this Agreement, the Distributor will use reasonable efforts to ensure that the Publisher will use best reasonable efforts to acquire the rights necessary for its performance under this Agreement, including but not limited to perpetual access rights, as may be appropriate. The Distributor shall use reasonable efforts to ensure that the Publisher will comply with the NISO Transfer Code of Practice.1

Appears in 1 contract

Samples: Standard License Agreement

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Transfer or Acquisition of Titles. If any portion of the Licensed Materials is transferred to or acquired from another party, the Distributor shall use reasonable efforts to ensure that the Publisher will use best commercially reasonable efforts so the Participating Institutions will not lose access to the Licensed Materials or any rights under this Agreement as a result of the transfer or acquisition. Any archival and perpetual access rights that have been granted shall be retained, whether the Publisher is acting as the transferring or acquiring party. If the Publisher is transferring any portion of the Licensed Materials to another party, the Distributor shall ensure that the Publisher will use commercially reasonable efforts to ensure the Publisher´s guarantee to assign all rights and obligations under this Agreement to the assignee, with respect to the transferred portion of the Licensed Materials. If the Publisher is acquiring content that will become subject to this Agreement, the Distributor will use reasonable efforts to shall ensure that the Publisher will use best commercially reasonable efforts to acquire the rights necessary for its performance under this Agreement, including but not limited to perpetual access rights, as may be appropriate. The Distributor shall use commercially reasonable efforts to ensure that the Publisher will provide the relevant party with all the relevant payment and rights information. If applicable, for journal titles, the Distributor shall ensure that the Publisher will comply with the NISO Transfer Code of Practice.1

Appears in 1 contract

Samples: License Agreement

Transfer or Acquisition of Titles. If any portion of the Licensed Materials is transferred to or acquired from another party, Licensor shall make an effort to ensure that the Distributor Publisher shall use reasonable efforts to ensure that the Publisher will use best efforts so the Participating Institutions will do not lose access to the Licensed Materials or any rights under content subject to this Agreement as a result of the transfer or acquisition. Any archival and perpetual access rights that have been granted shall be retainedhonored to the best of the Licensor’s ability, whether the Publisher is acting as the transferring or acquiring party. If the Publisher is transferring any portion of the Licensed Materials to another party, the Distributor Licensor shall use reasonable efforts to ensure the Publisher´s guarantee to assign all rights and obligations under this Agreement to the assignee, with respect to the transferred portion of the Licensed Materials. If the Publisher is acquiring content that will become subject to this Agreement, the Distributor will use reasonable efforts make an effort to ensure that the Publisher will use best the reasonable efforts to assign all rights and obligations to the assignee. If Publisher is acquiring works that become subject to this Agreement, Licensor shall ensure that the Publisher will use reasonable efforts to acquire the rights necessary for its performance to perform under this Agreement, including but not limited to perpetual access rights. Licensor agrees to use reasonable efforts to communicate with the party from which it is acquiring works to exchange such relevant payment and rights information. For journal titles, as may be appropriate. The Distributor Licensor shall use reasonable efforts to ensure that the Publisher will comply with the NISO Transfer Code of Practice.1Practice.

Appears in 1 contract

Samples: License Agreement

Transfer or Acquisition of Titles. If any portion of the Licensed Materials is transferred to or acquired from another party, the Distributor shall ensure that the Publisher shall use reasonable efforts to ensure that the Publisher will use best efforts so the Participating Institutions will do not lose access to the Licensed Materials or any rights under content subject to this Agreement as a result of the transfer or acquisition. Any archival and perpetual access rights that have been granted shall be retainedhonored, whether the Publisher is acting as the transferring or acquiring party. If the Publisher is transferring any portion of the Licensed Materials to another party, the Distributor shall ensure that the Publisher will use reasonable efforts to ensure the Publisher´s guarantee to assign all rights and obligations under this Agreement to the assignee, with respect to the transferred portion of the Licensed Materials. If the Publisher is acquiring content works that will become subject to this Agreement, the Distributor will use reasonable efforts to shall ensure that the Publisher will use best reasonable efforts to acquire the rights necessary for its performance to perform under this Agreement, including but not limited to perpetual access rights, as may be appropriate. The Distributor agrees to use reasonable efforts to communicate with the party from which it is acquiring works to exchange such relevant payment and rights information. For journal titles, the Distributor shall use reasonable efforts to ensure that the Publisher will comply with the NISO Transfer Code of Practice.1

Appears in 1 contract

Samples: License Agreement

Transfer or Acquisition of Titles. If any portion of the Licensed Materials is transferred to or acquired from another party, the Distributor shall use reasonable efforts to ensure that the Publisher will use best reasonable efforts so the Participating Institutions will not lose access to the Licensed Materials or any rights under this Agreement as a result of the transfer or acquisition. Any archival and perpetual access rights that have been granted shall be retained, whether the Publisher is acting as the transferring or acquiring party. If the Publisher is transferring any portion of the Licensed Materials to another party, the Distributor shall ensure that the Publisher will use reasonable efforts to ensure the Publisher´s guarantee to assign all rights and obligations under this Agreement to the assignee, with respect to the transferred portion of the Licensed Materials. If the Publisher is acquiring content that will become subject to this Agreement, the Distributor will use reasonable efforts to shall ensure that the Publisher will use best reasonable efforts to acquire the rights necessary for its performance under this Agreement, including but not limited to perpetual access rights, as may be appropriate. The Distributor agrees to use reasonable efforts to communicate with the party from which it is acquiring works to exchange such relevant payment and rights information. For journal titles, the Distributor shall use reasonable efforts to ensure that the Publisher will comply with the NISO Transfer Code of Practice.1

Appears in 1 contract

Samples: License Agreement

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Transfer or Acquisition of Titles. If any portion of the Licensed Materials is transferred to or acquired from another party, Licensor shall ensure that the Distributor Publisher shall use commercially reasonable efforts to ensure that the Publisher will use best efforts so neither Licensee nor the Participating Institutions will not lose access to the Licensed Materials or any rights under content subject to this Agreement as a result of the transfer or acquisition. Any , and that any archival and perpetual access rights that have been granted shall will be retainedhonored, whether the Publisher is acting as the transferring or acquiring party. If the Publisher is transferring any portion of the Licensed Materials to another party, Licensor shall ensure that the Distributor shall Publisher will use commercially reasonable efforts to ensure the Publisher´s guarantee to assign all rights and obligations under this Agreement to the assignee, with respect to the transferred portion of the Licensed Materials. If the Publisher is acquiring content works that will become subject to this Agreement, the Distributor will use reasonable efforts to Licensor shall ensure that the Publisher will use best commercially reasonable efforts to acquire the rights necessary for its performance to perform under this Agreement, including but not limited to perpetual access rights, as may be appropriate. The Distributor shall Licensor agrees use commercially reasonable efforts to communicate with the party from which it is acquiring works to exchange such relevant payment and rights information. . If applicable, for journal titles, Licensor will ensure that the Publisher will comply with the NISO Transfer Code of Practice.1

Appears in 1 contract

Samples: License Agreement

Transfer or Acquisition of Titles. If any portion of the Licensed Materials is transferred to or acquired from another party, the Distributor shall will use reasonable best efforts to ensure that the Publisher will use best efforts so the Participating Institutions will not lose access to the Licensed Materials or any rights under this Agreement as a result of the transfer or acquisition. Any archival and perpetual access rights that have been granted shall be retained, whether the Publisher is acting as the transferring or acquiring party. If the Publisher is transferring any portion of the Licensed Materials to another party, the Distributor shall will use reasonable best efforts to ensure that the Publisher´s guarantee to Publisher will assign all rights and obligations under this Agreement to the assignee, with respect to the transferred portion of the Licensed Materials. If the Publisher is acquiring content that will become subject to this Agreement, the Distributor will use reasonable best efforts to ensure that the Publisher will use best reasonable efforts to acquire the rights necessary for its performance under this Agreement, including but not limited to perpetual access rights, as may be appropriate. The Distributor will use best efforts to ensure that the Publisher will provide the relevant party with all the relevant payment and rights information. For journal titles, the Distributor shall use reasonable efforts to ensure that the Publisher will comply with the NISO Transfer Code of Practice.1

Appears in 1 contract

Samples: License Agreement

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