Examples of Technically Necessary IPR in a sentence
LICENSEE hereby covenants that neither it nor its Affiliates will assert any of LICENSEE’s or its Affiliates rights in Technically Necessary IPR against any of QUALCOMM’s other Subscriber Unit or ASIC licensees (the “Authorized Licensees”) which (a) use any of LICENSEE’s Technically Necessary IPR to make, use and sell Subscriber Units and/or Components for Wireless Applications and (b) have agreed with QUALCOMM to a similar undertaking not to assert claims against LICENSEE and its Affiliates.
Except as expressly set forth above, LICENSEE does not have any right to sublicense any of QUALCOMM’s Technically Necessary IPR or any of the rights conferred upon LICENSEE under this Agreement.
Subject to the terms and conditions of this Agreement, LICENSEE hereby grants a personal, nontransferable, worldwide, nonexclusive, fully-paid and royalty-free license, without the right to sublicense except as set forth in Section 6.2, under LICENSEE’s Technically Necessary IPR to QUALCOMM and a Successor to make (and have made), import, use, offer to sell, sell, lease, and otherwise dispose of Components.
Licensee acknowledges that Licensee’s acceptance of licenses under Qualcomm’s Included Other IPR in Section 3 is not a condition to Qualcomm’s grant of licenses to Licensee under Qualcomm’s Technically Necessary IPR.
Each such license shall be granted at reasonable rates and otherwise on reasonable terms and conditions consistent with LICENSEE’s licensing policies, which may include that such third party grant a cross-license to LICENSEE of Technically Necessary IPR owned by such third party (as the term Technically Necessary IPR would be construed if such third party were a party to this Agreement).
This Agreement will take effect on the Effective Date and will continue in full force and effect until all of QUALCOMM’s Technically Necessary IPR has expired, unless earlier terminated pursuant to the express terms of this Agreement or by express written agreement of the Parties.
QUALCOMM desires to obtain a license under LICENSEE’S Technically Necessary IPR to manufacture, use and sell OFDMA Smallcells and Components, and LICENSEE desires to grant such license in accordance with the terms and conditions in this Agreement.
LICENSEE agrees to negotiate in good faith to promptly grant to Authorized Licensees that do not meet the requirements of Section 7.1 a license to use all of LICENSEE’s Technically Necessary IPR to make, use and sell Licensed Products and Components for Wireless Applications.
Upon any termination of this Agreement, all licenses granted by QUALCOMM hereunder (and all sublicenses granted or deemed to have been granted under such licenses) will also terminate and LICENSEE shall immediately cease using any of QUALCOMM’s Technically Necessary IPR and the Logo and return or destroy all information and documentation furnished by QUALCOMM to LICENSEE.
Licensee further acknowledges that prior to entering into this Agreement, Qualcomm provided Licensee with the option to negotiate a license under Qualcomm’s Technically Necessary IPR licensed in Section 3 separately from any license under Qualcomm’s Included Other IPR, and Licensee voluntarily chose to take the licenses in Section 3 under both Qualcomm’s Technically Necessary IPR and Qualcomm’s Included Other IPR (i.e., Qualcomm’s Licensed IPR) and upon the terms set forth in this Agreement.