Floating Licences Sample Clauses

Floating Licences. A floating licence may be used by any person directly employed by the Licensee and who is based in the country of purchase (for the avoidance of doubt this does not include any of the Licensee’s external contractors or subcontractors, unless otherwise specifically agreed in writing by DUG) (“Floating Licence”). Each Floating Licence allows one concurrent user. Floating Licences shall not be shared with users outside Licensee’s organisation, or between users based in multiple countries. Users based in the country of purchase may continue to use the Licences while traveling temporarily.
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Floating Licences. The licensee is obliged to provide licence use extracts up to twice a year upon request. These must show
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Floating Licences. The licensee is obliged to provide licence use extracts up to twice a year upon request. These must show - how many users the licences - how often - in which country - in which plant (only for plant-based concurrent use / floating licences / server-based network-based licences) used in the period of the year preceding the day of the licence server extract. In this context, the Licensor reserves the right to request the sending of corresponding log files. Should the Licensee fail to comply with this request even after repeated requests with a reasonable deadline, the Licensor shall be entitled to review the use within the scope of the following paragraph at the Licensee's expense. Irrespective of the foregoing provision, the Licensor shall be entitled to review compliance with the licence agreement at its own expense and to commission a review for up to one year after termination of the licence agreement. For this purpose, the Licensor shall commission an independent accountant or auditor from an internationally recognised auditing company, who shall be subject to confidentiality obligations. The review will be announced at least 30 days in advance and will take place during normal business hours in a manner that does not unreasonably interfere with the Licensee's normal business activities. The licensee shall promptly provide the accountant or auditor with all information that the accountant or auditor may reasonably request to assist in the review. If a breach of the licence agreement is found, the licensee must reimburse the licensor for all costs of the audit; claims for damages in excess of this may be asserted.
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Related to Floating Licences

  • Licences 4.1 Lonza hereby grants to Licensee a world-wide non-exclusive licence (with the right to sublicense, subject to Clause 4.3 below) under the System Know-How and Patent Rights to use, develop, manufacture, market, sell, offer for sale, distribute, import and export Product in the Territory. 4.2 Save as expressly provided by Clause 2.2 above, the Licensee hereby undertakes not to make any modifications or adaptations to the System during the subsistence of this Agreement. 4.3 Subject to the provisions of this Clause 4.3, Licensee shall be entitled to grant a sublicence to the rights granted by Clause 4.1 to any one or more third parties for the purposes of any such third party producing Product for Licensee provided always: 4.3.1 Licensee shall ensure such sublicensee’s use of the System, the Intellectual Property and the Product is undertaken solely for the purpose of establishing a manufacturing process for Product, or producing Product, for Licensee; and 4.3.2 The sublicensee shall not, by virtue of this Agreement, be granted any right or licence, either express or implied, under any patent or proprietary right vested in Lonza or otherwise, to use the System, the Intellectual Property or the Product other than for the purposes of establishing a manufacturing Process for Product or producing Product for Licensee and Licensee agrees to ensure that such sublicensee shall not assign, transfer, further sublicense or otherwise make over the benefit or the burden of the rights granted to it pursuant to this Agreement; and 4.3.3 Any sublicence granted shall be expressly subject and subordinate to the terms of this Agreement, and it shall be Licensee’s responsibility to ensure the strict adherence by any sublicensee hereunder to the terms and conditions of this Agreement; and 4.3.4 Prior to the grant of any sublicence pursuant to this Clause 4 Licensee shall obtain the written consent of Lonza (such consent not to be unreasonably withheld), to the grant of such sublicence. 4.4 If, on a country-by-country basis, any granted patents that form part of the Patent Rights (including any re-issued patents and unexpired patents), subsequently expire or no longer contain a Valid Claim such Patent Rights shall automatically fall outside the scope of this Agreement and the provisions of Clauses 4.1 to 4.3 shall only apply, with respect to granted patents, to those granted patents which contain a Valid Claim and form part of the Patents Rights for as long as those granted patents remain in force. 4.5 On a country-by-country basis, where no Valid Claims within the Patent Rights remain in force, the provisions of Clauses 4.1 to 4.3 shall only apply for as long as the System Know-How remains secret and substantial.

  • Student Data Property of LEA All Student Data transmitted to the Provider pursuant to the Service Agreement is and will continue to be the property of and under the control of the LEA. The Provider further acknowledges and agrees that all copies of such Student Data transmitted to the Provider, including any modifications or additions or any portion thereof from any source, are subject to the provisions of this DPA in the same manner as the original Student Data. The Parties agree that as between them, all rights, including all intellectual property rights in and to Student Data contemplated per the Service Agreement, shall remain the exclusive property of the LEA. For the purposes of FERPA, the Provider shall be considered a School Official, under the control and direction of the LEA as it pertains to the use of Student Data, notwithstanding the above.

  • No Government Approval You understand that no state or federal authority has reviewed this Investment Agreement or the Note or made any finding relating to the value or fairness of the investment.

  • Government Authorizations No Consent of, with or to any Governmental Authority is required to be obtained or made by or with respect to Buyer or any of its Affiliates in connection with the execution and delivery of this Agreement and the other Transaction Documents by Buyer or the consummation by Buyer of the transactions contemplated hereby and thereby, except for (a) required filings under the HSR Act, (b) as set forth on Section 5.4 of the Buyer Disclosure Schedule, and (c) Consents not required to be made or given until after Closing.

  • Government Authorization No consent, approval, order or authorization of, or registration, declaration or filing with, or notice to, any Governmental Entity, is required by or with respect to Pubco in connection with the execution and delivery of this Agreement by Pubco, or the consummation by Pubco of the transactions contemplated hereby, except, with respect to this Agreement, any filings under the Nevada Statutes, the Securities Act or the Exchange Act.